Terms & Conditions

Introduction and acceptance

These Terms govern use of the Code Zen website. They also apply to Code Zen services where they are expressly incorporated into, linked from or provided with a quotation, proposal, order, statement of work or other service arrangement accepted by the client.

Website visitors agree to these Terms to the extent they govern use of this website. A service relationship is created only when Code Zen and the client agree to the relevant service arrangement, whether by signature, electronic acceptance, written approval, payment where the applicable proposal requires it, or another clear method of acceptance permitted by law.

If you do not agree to the website-use provisions of these Terms, you should not use the website. If you are accepting a service arrangement on behalf of a business or other organisation, you confirm that you are authorised to do so.

Who Code Zen is

Code Zen is a digital agency and technology service provider. Services may include high-performance websites, customer relationship management (CRM) systems, lead capture, WhatsApp-related workflows, automation, AI-enabled systems, customer follow-up, database reactivation, digital advertising support and related implementation or consulting services.

The exact services supplied to a client are those described in the applicable accepted proposal, quotation, order, statement of work or other written service arrangement.

Scope and order of terms

Code Zen may use different documents to describe a service. These Terms are intended to provide the general legal and operational framework, while the accepted proposal or service document records the specific scope, deliverables, fees and commercial arrangements.

No salesperson, contractor or other person may vary these Terms or an accepted service arrangement unless the change is authorised and recorded in writing by Code Zen.

Use of the website

You may use the Code Zen website for lawful business and informational purposes. You must not knowingly:

• interfere with the security, availability or normal operation of the website;
• introduce malicious code, malware or harmful automated activity;
• attempt to gain unauthorised access to systems, accounts or data;
• use the website to infringe another person's rights or break applicable law;
• misrepresent your identity or authority when submitting an enquiry; or
• copy, scrape, reproduce or exploit protected website material in a manner that is not permitted by law or by Code Zen.

Code Zen may restrict access to the website where reasonably necessary to protect security, investigate misuse, perform maintenance or comply with legal requirements.

Enquiries, proposals and quotations

Information on the website is general information and does not by itself constitute a binding offer to provide a particular service at a particular price.

A proposal or quotation may describe scope, assumptions, exclusions, fees, billing arrangements, third-party costs, estimated timing and any special terms. A proposal becomes binding only when it is accepted in the manner stated in that proposal or otherwise clearly agreed by Code Zen and the client.

Code Zen may withdraw or revise an unaccepted proposal if requirements, pricing inputs, third-party costs or project assumptions change before acceptance.

Services and implementation

Code Zen will provide the services described in the accepted scope with reasonable care and skill, subject to the client's cooperation, third-party dependencies and the technical limits of the platforms being used.

Digital projects frequently involve configuration, testing, staged implementation and iterative refinement. Minor technical adjustments that do not materially change the agreed commercial purpose of the service may be made as part of implementation.

Code Zen may use appropriately selected employees, contractors, specialists or technology providers to perform parts of a service while remaining responsible for the parts of the service that Code Zen has agreed to provide, subject to these Terms and applicable law.

Client responsibilities

To allow Code Zen to deliver services properly, the client is responsible for:

• providing accurate, complete and reasonably current information;
• providing decisions, approvals, content and access within a reasonable time;
• ensuring that people giving Code Zen instructions are authorised to do so;
• keeping client-side passwords, devices and administrator access secure;
• reviewing and approving material before publication where client approval is required;
• ensuring that client-supplied content, databases, claims, offers, promotions and instructions may lawfully be used for the intended purpose; and
• complying with legal, regulatory, professional and industry-specific obligations that apply to the client's own business.

Code Zen is not responsible for delays, errors or additional work caused by materially incomplete, inaccurate or late information supplied by the client or by people acting for the client.

Third-party platforms and accounts

Code Zen services may depend on third-party platforms such as hosting providers, domain registrars, GoHighLevel, Meta, Facebook, Instagram, WhatsApp, email providers, payment services, analytics tools, AI providers and other software or cloud services.

Those platforms are operated independently and may change features, pricing, policies, APIs, approval requirements, service levels or availability. Code Zen does not control those independent decisions and cannot guarantee uninterrupted availability or continued compatibility of a third-party platform.

Where a client must hold or pay for a third-party account, subscription, licence, advertising account or usage charge, responsibility for those charges and the account relationship will be as stated in the accepted service arrangement.

Websites, domains and hosting

Where Code Zen builds or manages a website, the applicable proposal will determine what is included, such as design, development, copy, hosting, domain services, forms, integrations, maintenance or ongoing support.

Domain names, hosting and external services are subject to third-party availability and renewal rules. Code Zen cannot guarantee that a particular domain name will remain available until it has been successfully registered, or that a third-party hosting service will be uninterrupted.

Responsibility for renewals, ownership records, administrator access and ongoing hosting charges will follow the accepted service arrangement and the way the relevant account has been set up.

CRM, WhatsApp and automation

CRM, WhatsApp and automation services may include lead capture, routing, notifications, follow-up, booking workflows, reminders, segmentation and related communication processes.

Messaging and delivery may be affected by recipient behaviour, mobile networks, email providers, account reputation, template approval, platform rules, service windows, anti-spam controls and other factors outside Code Zen's control.

The client remains responsible for ensuring that its messages, contact lists, offers and communication practices are lawful and appropriate for its business. Code Zen may decline to implement, pause or remove a workflow that it reasonably believes is unlawful, deceptive, abusive, insecure or contrary to an applicable platform's rules.

AI-enabled features

Some Code Zen services may use artificial intelligence to assist with drafting, categorisation, responses, workflow decisions, summaries or other operational tasks.

AI systems can produce incomplete, inaccurate or inappropriate output and should not be treated as infallible. The client is responsible for applying appropriate human review to customer-facing, regulated, high-risk or business-critical output.

Unless specifically agreed in writing, Code Zen does not provide legal, medical, financial or other regulated professional advice through AI-enabled features, and AI output should not be relied upon as a substitute for qualified professional judgement.

Client databases and reactivation

Code Zen may provide database-reactivation or follow-up services using information supplied by a client. The client remains responsible for establishing that it has an appropriate lawful basis to hold and use the relevant customer or prospect information for the intended campaign or communication.

Code Zen processes client-supplied customer information for the agreed service and does not treat that database as Code Zen's own marketing database merely because Code Zen has access to it while providing a service.

The client must tell Code Zen about relevant opt-outs, suppression lists, restrictions or instructions that need to be respected. Code Zen may require a campaign to be changed, delayed or stopped if there is a reasonable concern about consent, privacy, direct-marketing rules, platform requirements or the accuracy of the data.

Advertising and marketing compliance

Where Code Zen assists with advertising, landing pages, offers, messaging or lead generation, the client remains responsible for the truth and legality of claims about its own products, services, qualifications, pricing, promotions and business practices.

Regulated sectors may be subject to additional professional, advertising, consumer, privacy or industry rules. The client must inform Code Zen of material restrictions that apply to its business and obtain any approvals that are legally required from the client or its professional body.

Advertising platforms independently decide whether to approve, reject, limit or suspend ads or accounts. Code Zen cannot guarantee approval, reach, cost per result or continued access to an advertising platform.

Fees, invoicing and payment

Fees, billing frequency, payment dates, recurring charges, deposits, third-party costs and any cancellation arrangements are those stated in the accepted proposal, order, invoice or service agreement.

Unless the accepted service arrangement says otherwise, third-party charges such as advertising spend, platform usage, premium software, domains, hosting, messaging charges or external licences are not assumed to be included in Code Zen's service fee.

If an undisputed amount is overdue, Code Zen may, after reasonable notice and subject to applicable law and the relevant agreement, pause affected work or services until the account is brought up to date. A pause caused by non-payment may affect timelines and third-party services.

Any cancellation, refund or cooling-off right that applies by law remains available where applicable. Otherwise, cancellation and refund arrangements are governed by the accepted service agreement and the work or third-party costs already incurred.

Changes, approvals and delays

Requests that materially extend or change the agreed scope may require a revised quotation, additional fee, new timeline or written change approval before the additional work begins.

Project dates are affected by dependencies such as client approvals, content, account access, third-party reviews, platform approvals, technical integrations and other external events. Where a delay is caused by a client dependency or third party, Code Zen may adjust the implementation schedule reasonably.

If the client does not respond to a request for approval or required information for an extended period, Code Zen may place the project on hold and reschedule remaining work according to reasonable availability.

Intellectual property

Each party keeps ownership of intellectual property it owned before the project or developed independently of the project.

Code Zen retains ownership of its pre-existing and reusable methods, know-how, frameworks, templates, automation logic, libraries, code components, prompts, design systems and internal tools unless a written agreement expressly says otherwise.

Ownership or licence arrangements for bespoke client deliverables will be governed by the accepted proposal or service agreement. Unless a different arrangement is agreed, once the applicable fees for the deliverable have been paid, the client may use the delivered solution for the business purpose for which it was supplied, subject to third-party licences and Code Zen's retained rights in reusable components.

Nothing in these Terms transfers ownership of third-party software, stock assets, fonts, plugins, platforms or other materials that are licensed under separate terms.

Client materials and permissions

The client retains ownership of material it supplies, such as logos, photographs, videos, customer data, product information and written content, subject to any rights of third parties.

The client gives Code Zen permission to use, reproduce, adapt, host and process those materials only as reasonably necessary to perform the agreed services. The client confirms that it has the rights and permissions needed for the intended use.

Code Zen may display publicly launched work in its portfolio or selected-work material only where this is permitted by the applicable agreement, the client's approval or another lawful basis, and without disclosing confidential information.

Confidentiality

Each party may receive non-public business, technical or commercial information from the other. Each party should use reasonable care to protect confidential information and use it only for the relationship or another purpose authorised by the disclosing party.

Confidentiality obligations do not ordinarily apply to information that is already public through no breach of duty, was lawfully known without restriction, is independently developed, is lawfully received from another source, or must be disclosed by law.

Privacy and personal information

Code Zen's handling of personal information is described in the Code Zen Privacy Policy.

Where Code Zen processes personal information on behalf of a client as part of an agreed service, the parties may also be subject to additional data-processing, security or operator obligations contained in the applicable service arrangement or required by law.

The client remains responsible for its own obligations as the responsible party where the client determines why and how its customer or prospect information is processed.

Security, backups and availability

Code Zen takes reasonable technical and organisational measures appropriate to the services it provides, but no website, cloud platform, communication network or digital system can be guaranteed to be completely secure or continuously available.

The client is responsible for protecting its own devices, administrator credentials and local copies of important business information. Any backup, disaster-recovery, monitoring or service-level commitment supplied by Code Zen applies only if it is included in the accepted service arrangement.

Planned maintenance, security work, internet failures, third-party outages or urgent platform changes may temporarily affect service availability.

Suspension and termination

The duration, renewal and cancellation rules for an ongoing service are those stated in the accepted proposal or service agreement.

Code Zen may suspend an affected service where reasonably necessary because of material non-payment, security risk, unlawful or abusive use, a serious breach of these Terms, a third-party platform restriction, or a legal or regulatory requirement. Where reasonably possible, Code Zen will provide notice and an opportunity to address the issue before suspension.

On termination, outstanding fees, third-party commitments, transfer arrangements, access, data export and retention will be handled according to the applicable service agreement, third-party platform rules and applicable law.

Results, warranties and disclaimers

Code Zen's services are designed to improve systems, customer journeys, follow-up and digital execution, but business outcomes depend on many factors outside Code Zen's control.

Unless Code Zen expressly gives a written guarantee in the applicable service agreement, Code Zen does not guarantee a particular number of leads, bookings, sales, revenue, search ranking, advertising result, conversion rate, message-delivery rate, AI outcome or commercial return.

To the extent permitted by law, the website and general website information are provided on an "as available" basis and may be changed or corrected without notice. Code Zen does not warrant that every item of website content will always be complete, current or error-free.

Liability and statutory rights

Nothing in these Terms is intended to exclude, waive or limit any right, remedy, duty or liability that applicable law does not allow to be excluded or limited. In particular, these Terms must be read subject to any mandatory rights that apply under South African consumer or other legislation.

To the extent permitted by law, Code Zen is not responsible for loss caused by matters outside its reasonable control, including third-party platform outages or policy changes, internet or telecommunications failures, client instructions or omissions, unauthorised client-side access, inaccurate client information, unlawful client content, or changes made by people who are not under Code Zen's control.

To the extent permitted by law, neither party will be liable to the other for remote or indirect loss that was not reasonably foreseeable when the relevant service was agreed, except where applicable law requires otherwise.

Any additional liability limitations or remedies specifically agreed for a service will be set out in the applicable accepted proposal or service agreement.

Governing law and disputes

These Terms are governed by the laws of the Republic of South Africa, subject to any mandatory law that applies to a particular client or transaction.

If a dispute arises, the parties should first try in good faith to resolve it through direct discussion. If the dispute cannot be resolved, either party may use any remedy or forum available under the applicable agreement or South African law, including a court with competent jurisdiction.

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions continue to apply to the extent permitted by law. A failure to enforce a right immediately does not by itself amount to a permanent waiver of that right.

Changes to these Terms and contact

Code Zen may update the website-use provisions of these Terms from time to time to reflect changes in services, technology, business practices or legal requirements. The effective date displayed at the top of this page identifies the version currently published.

An update to these public Terms does not retrospectively replace a specifically signed or accepted service term where the parties have agreed that changes require a different process. Existing service relationships remain subject to their applicable accepted agreements and any validly incorporated updates.

Questions about these Terms or a Code Zen service can be directed to Code Zen using the contact information below.