Corporate Solutions Terms of Engagement

1.Application

These Terms apply to work performed by Elite Corporate Solutions.

Corporate services may include:

• Corporate Branding;
• Executive Branding & Leadership Positioning;
• Tender & Proposal Solutions;
• Consultant & Specialist Profiles;
• Workforce Transition Support;
• Website Design & Development; and
• related corporate writing, positioning, design and advisory services.

A written proposal, quotation, statement of work or scope may contain additional engagement-specific terms.

If an engagement-specific proposal expressly conflicts with these Terms, the expressly agreed proposal provision takes precedence for that engagement.

2.Scoping

Corporate work is individually scoped and quoted.

There is no universal corporate price list because the volume, complexity, stakeholder requirements, delivery format and timing vary between engagements.

Before work begins, the client will receive a written description of the agreed scope and price.

3.Payment structure

Unless expressly agreed otherwise in writing:

• 50% of the agreed project fee is payable as a commencement deposit;
• 50% is payable on project completion.

The final payment must clear before:

• final production files or completed materials are released; or
• a website is published or made live.

No VAT is currently charged.

4.Commencement

Work begins after:

1. the proposal or scope is accepted;
2. the commencement deposit is received; and
3. the information reasonably required to start has been supplied.

Delivery dates are calculated on the assumption that client information, feedback and approvals are supplied when required.

5.Scope changes

The quoted fee covers the agreed scope only.

Additional work may require a revised quote or written variation where the client requests:

• additional employees or profiles;
• additional documents;
• major content changes;
• new service lines;
• substantial restructuring of approved material;
• functionality not included in a website scope;
• accelerated delivery; or
• any other material change.

We will not knowingly proceed with material out-of-scope work without advising the client.

6.Client delays

Where progress depends on information, feedback, access or approval from the client, the delivery timetable may move accordingly.

We are not responsible for missed deadlines caused by material the client or its stakeholders failed to supply on time.

Where a project remains inactive for an extended period, we may reasonably reschedule it around other confirmed work.

7.Administration

Unless otherwise agreed, Elite administers the agreed content-production process.

This may include:

• issuing intake requests;
• following up with approved participants;
• collecting source information;
• coordinating review rounds;
• standardising information; and
• preparing final deliverables.

The client remains responsible for organisational approvals and for confirming the accuracy of information supplied by or about its personnel.

8.Approvals

The client must nominate an appropriate contact or approval authority.

Once content or design has been expressly approved, subsequent changes may be treated as additional work where they fall outside the agreed revision process.

9.Cancellation

If the client cancels before work begins, any refund will take account of unavoidable third-party charges and any specifically reserved costs where legally permissible.

If the client cancels after work has begun, the commencement deposit is non-refundable to the extent that it represents work already performed and professional capacity reasonably reserved for the project.

Where the amount reasonably attributable to work performed and reserved capacity is less than the deposit, any excess will be dealt with fairly based on the circumstances and applicable law.

Where work completed at cancellation exceeds the deposit already paid, Elite may invoice the client for the additional work performed up to cancellation.

This clause does not remove any right that cannot lawfully be excluded.

10.Workforce Transition Support

Workforce Transition engagements may be structured in either of two ways:

Employer-supplied information

The client may supply employee information and documents directly to Elite for the agreed programme.

Employee-direct model

The client may provide a list or other confirmation of authorised participants, after which individual employees supply their own documents and information directly to Elite.

The applicable intake and privacy arrangements may therefore differ by engagement.

11.POPIA and employee information

Where Elite processes personal information solely on the instructions of a corporate client, the client ordinarily acts as the Responsible Party and Elite acts as an Operator, as those terms are used in POPIA.

In that capacity, Elite will:

• process information only for the agreed engagement and authorised purposes;
• treat the information as confidential;
• maintain reasonable security safeguards;
• restrict access to personnel who require it for the service; and
• notify the responsible party if Elite reasonably believes personal information processed on its behalf has been accessed or acquired without authorisation.

Where individuals supply information directly to Elite for purposes Elite itself determines, Elite may act as a responsible party for that processing.

Where required, a separate data-processing or POPIA schedule may form part of the engagement.

12.Client authority

Where a corporate client provides personal information about employees, executives, consultants or other individuals, the client warrants that it is authorised to provide the information for the agreed purpose and has met its applicable legal obligations.

13.Confidentiality and NDA

Corporate engagements are confidential.

An NDA may be requested before confidential material is shared.

We do not disclose the identity of corporate clients or details of engagements publicly without permission, except where required by law.

14.Tender and proposal documentation

We prepare documents based on the evaluation criteria, source material and information supplied.

The client remains responsible for:

• the complete tender submission;
• compliance with procurement rules;
• the accuracy of credentials and claims;
• signatures and certifications;
• submission timing; and
• final tender approval.

We do not guarantee that a tender, supplier registration or proposal will pass evaluation or be awarded.

15.Website projects

A website project is complete when the agreed scope has been substantially delivered and is ready for final publication or handover, subject to any agreed final corrections.

The outstanding balance is due before the site goes live.

Hosting, domains, premium plugins, third-party licences, subscriptions and ongoing maintenance are included only where stated in the proposal.

Open-source and third-party software remains subject to its own licence terms.

16.Intellectual property

After full payment, the client receives the agreed rights to use the client-specific final materials for its ordinary business purposes.

Elite retains ownership of its pre-existing:

• methodologies;
• frameworks;
• templates;
• design systems;
• reusable code;
• internal tools; and
• know-how.

Website-specific transfer and licensing arrangements may be further described in the applicable proposal.

17.No commercial outcome guarantee

We do not guarantee:

• tender awards;
• supplier registration;
• investment;
• procurement acceptance;
• employee placement;
• recruitment outcomes;
• website sales or enquiries; or
• any other commercial result.

18.Liability

Nothing in these Terms excludes rights or liabilities that cannot lawfully be excluded.

To the extent permitted by law, Elite’s aggregate liability arising from an engagement will not exceed the fees actually paid for the part of the engagement giving rise to the claim.

Indirect or consequential commercial losses are excluded to the fullest extent permitted by law.

19.Consumer Protection Act

Where the client is entitled to protection under the Consumer Protection Act or another mandatory law, nothing in these Terms excludes or limits a right that may not lawfully be excluded or limited.

20.Governing law

Corporate engagements are governed by South African law.