Legal & Compliance

By accessing Xinteck's website, engaging our services, or entering into a service agreement with us, you ("Client", "you", or "your") agree to be bound by these Terms of Service ("Terms"). If you are entering into these Terms on behalf of a company or organization, you represent that you have the authority to bind that entity.

Xinteck provides professional technology services including, but not limited to:

• Web Development: Custom websites, web applications, e-commerce platforms
• Mobile App Development: iOS, Android, and cross-platform applications
• Custom Software Development: Enterprise solutions, APIs, integrations
• UI/UX Design: User interface design, user experience research, prototyping
• Cloud & DevOps: Cloud infrastructure, deployment, monitoring, and optimization

The specific scope, deliverables, timelines, and pricing for each project will be defined in a separate Statement of Work (SOW) or Service Agreement signed by both parties.

To ensure successful project delivery, you agree to:

• Provide accurate and complete project requirements and specifications
• Supply all necessary content, materials, and access credentials in a timely manner
• Designate an authorized representative for communication and approvals
• Review and provide feedback on deliverables within agreed timelines
• Ensure legal rights to use any content, trademarks, or materials provided to us
• Not use our services for any unlawful purpose or in violation of any applicable laws

Delays in providing required materials or feedback may result in project timeline extensions and potential additional costs.

Our standard engagement process follows these phases:

5.1 Fees and Invoicing

• All fees will be outlined in the Statement of Work (SOW)
• Quotes are valid for 30 days unless otherwise specified
• Invoices are due within 14 days of issue unless otherwise agreed

5.2 Payment Structure

Unless otherwise agreed, projects typically follow this payment structure:

• 50% upfront deposit to commence work
• 25% upon reaching agreed milestone(s)
• 25% upon project completion and delivery

5.3 Taxes

5.4 Late Payments

Overdue invoices may attract interest at 2% per month. Xinteck reserves the right to suspend work on projects with outstanding payments exceeding 30 days.

6.1 Ownership of Deliverables

Upon full payment of all fees, ownership of the final deliverables (custom code, designs, and documentation) created specifically for your project will transfer to you, unless otherwise specified in the SOW.

6.2 Xinteck Pre-Existing Materials

Xinteck retains ownership of:

• Pre-existing code, libraries, frameworks, and tools developed before or independently of your project
• Generic components, templates, or modules that may be reused across projects
• Internal processes, methodologies, and know-how

You are granted a perpetual, non-exclusive license to use such materials as incorporated in your deliverables.

6.3 Third-Party Materials

Projects may incorporate third-party software, libraries, or assets (e.g., open-source code, stock images). Such materials remain subject to their respective licenses, which will be disclosed to you.

6.4 Portfolio Rights

Unless agreed otherwise in writing, Xinteck reserves the right to showcase completed work in our portfolio, case studies, and marketing materials.

Both parties agree to maintain the confidentiality of any proprietary or sensitive information disclosed during the engagement, including but not limited to:

• Business strategies, plans, and financial information
• Technical specifications, source code, and algorithms
• Customer data and user information
• Trade secrets and proprietary methodologies

Confidentiality obligations survive the termination of the engagement and shall remain in effect for a period of 5 years following project completion.

Exceptions: Information that is publicly available, independently developed, or required to be disclosed by law is not considered confidential.

8.1 Our Warranties

Xinteck warrants that:

• Services will be performed in a professional and workmanlike manner
• Deliverables will substantially conform to agreed specifications for a period of 30 days following delivery ("Warranty Period")
• We have the right to provide the services and grant the licenses described herein

8.2 Warranty Remedies

If deliverables fail to conform to specifications during the Warranty Period, Xinteck will, at its discretion, either repair or re-perform the non-conforming portion at no additional cost.

8.3 Disclaimers

Xinteck does not warrant that deliverables will be error-free, uninterrupted, or compatible with all systems or platforms not specified in the SOW.

Exclusion of Damages

In no event shall Xinteck be liable for any:

• Indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, data, or business opportunities
• Costs of procurement of substitute services
• Damages arising from your misuse of deliverables or failure to follow instructions

These limitations apply regardless of the legal theory (contract, tort, or otherwise) and even if Xinteck has been advised of the possibility of such damages.

You agree to indemnify, defend, and hold harmless Xinteck, its directors, employees, and agents from any claims, damages, losses, or expenses (including reasonable legal fees) arising from:

• Your breach of these Terms or any applicable laws
• Your use of deliverables in a manner not contemplated by the SOW
• Third-party claims related to content, materials, or data you provided
• Infringement of third-party rights caused by your instructions or materials

11.1 Termination by Client

You may terminate a project by providing 14 days written notice. Upon termination:

• You are liable for all fees for work completed up to the termination date
• Any upfront deposits are non-refundable unless otherwise agreed
• Ownership of completed deliverables transfers upon payment of all outstanding fees

11.2 Termination by Xinteck

Xinteck may terminate or suspend services if:

• You breach these Terms and fail to cure within 14 days of notice
• Payments are overdue by more than 30 days
• You become insolvent or enter bankruptcy proceedings
• Continued engagement would violate applicable law or professional ethics

11.3 Post-Termination

Upon termination, obligations relating to confidentiality, intellectual property, limitation of liability, and indemnification shall survive.

Both parties shall comply with the Kenya Data Protection Act 2019 and related regulations when processing personal data in connection with our services.

• Where Xinteck processes personal data on your behalf, we act as a Data Processor
• You remain the Data Controller responsible for the lawfulness of data processing
• We will implement appropriate technical and organizational security measures
• Personal data will not be transferred outside Kenya without appropriate safeguards

For more information about how we handle data, please see our Privacy Policy.

Any legal action or proceeding arising under these Terms shall be brought exclusively in the courts located in Nairobi, Kenya, and both parties consent to the personal jurisdiction of such courts.

14.1 Negotiation

In the event of any dispute, the parties shall first attempt to resolve the matter through good-faith negotiation for a period of 30 days.

14.2 Mediation

If negotiation fails, the parties agree to submit the dispute to mediation administered by a mutually agreed mediator or the Chartered Institute of Arbitrators (Kenya Branch).

14.3 Arbitration

If mediation fails, the dispute shall be resolved by binding arbitration in Nairobi, Kenya, under the Arbitration Act 1995 (Cap 49, Laws of Kenya). The arbitration decision shall be final and binding.

14.4 Injunctive Relief

Notwithstanding the above, either party may seek injunctive or other equitable relief from a court of competent jurisdiction to protect its intellectual property or confidential information.

15.1 Entire Agreement

These Terms, together with any signed SOW or Service Agreement, constitute the entire agreement between the parties and supersede all prior negotiations, representations, or agreements.

15.2 Amendments

Xinteck may update these Terms from time to time. We will notify you of material changes via email or website notice. Continued use of services after notification constitutes acceptance.

15.3 Severability

If any provision of these Terms is found invalid or unenforceable, the remaining provisions shall continue in full force and effect.

15.4 No Waiver

Failure to enforce any right or provision shall not constitute a waiver of that right.

15.5 Assignment

You may not assign or transfer these Terms without our prior written consent. Xinteck may assign its rights and obligations without restriction.

15.6 Force Majeure

Neither party shall be liable for delays or failures due to circumstances beyond reasonable control, including natural disasters, war, terrorism, strikes, or government actions.