By engaging Virtually Created for a service, project, package or monthly retainer, clients agree to the terms applicable to their engagement, including these Terms & Conditions where they have been incorporated into the agreement.
Specific accepted proposals, service agreements and written arrangements take precedence over these general terms where they differ, subject to applicable law.
1. Monthly Services & Notice Period
All ongoing monthly services operate on a rolling month-to-month basis unless otherwise agreed in writing. Either party may terminate an indefinite monthly service by providing 30 calendar days’ written notice, subject to any applicable statutory cancellation rights.
During the notice period, agreed services and payment obligations continue in accordance with the existing agreement, except where services have been lawfully suspended or the parties agree otherwise.
Termination does not remove payment obligations for services already performed or other amounts lawfully due.
2. Monthly Services, Stewardship & Capacity
Virtually Created provides ongoing digital services based on the agreed scope, responsibilities and service level.
Monthly services may include strategic oversight, monitoring, technical investigation, website maintenance and improvements, SEO, implementation, consultation, reporting and ongoing digital visibility stewardship, depending on the services purchased. Monthly retainers are ongoing professional service arrangements, not unlimited access to Virtually Created.
Monthly allocations apply to the relevant service month. Unused hours or implementation capacity do not automatically roll over or accumulate for future use unless otherwise agreed in writing.
Virtually Created will make reasonable efforts to progress appropriate work within the agreed scope and available monthly capacity. Work is prioritised according to the client’s agreed objectives, current needs, dependencies, service responsibilities and professional judgement. Where there is no further necessary or appropriate work within the agreed scope, Virtually Created is not required to manufacture unnecessary work solely to exhaust a monthly allocation.
Where Virtually Created is unable to fulfil an agreed commitment for reasons within its control, the matter will be addressed fairly according to the agreement and applicable law. Any specific carryover arrangements or other exceptions previously agreed with a client remain subject to those arrangements.
3. Payment & Outstanding Invoices
Invoices are payable according to the payment terms stated on the invoice or in the applicable service agreement. Where monthly services are payable in advance, payment is required according to the agreed billing schedule.
Outstanding invoices may result in services being suspended until payment has been received, subject to applicable law and the governing agreement. Virtually Created may provide written notice of overdue payment and the intended suspension of services.
During a lawful suspension, Virtually Created is not obliged to continue affected delivery, reserve additional capacity or complete work that cannot reasonably proceed. Suspension does not automatically create an entitlement to additional hours, accumulated capacity or accelerated future delivery. Once overdue amounts are settled, services will resume according to the agreed arrangements and reasonably available delivery schedule.
Authorised work already completed remains payable, notwithstanding suspension or termination.
Any genuine invoice dispute should be raised promptly in writing. Both parties will make reasonable efforts to resolve the matter, while undisputed amounts remain payable when due.
Any interest, late fees or collection costs will apply only where lawfully recoverable under the applicable agreement or law.
4. Client Responsibilities & Delays
Clients agree to provide the information, content, access, assets, instructions, approvals and feedback reasonably required for Virtually Created to deliver the agreed services.
Clients remain responsible for the accuracy and legality of the information and materials they supply, including product descriptions, availability, pricing, brand information, imagery and claims. Clients must ensure that they have the necessary rights or licences for materials provided to Virtually Created.
Delays in providing required information, access, decisions or approvals may affect delivery timelines and the work that can reasonably be completed within the service period.
Where work is dependent on outstanding client action, Virtually Created may record the affected work as awaiting information or approval and proceed with other appropriate in-scope priorities where possible. Where work is genuinely blocked by client-side dependencies, unused monthly capacity does not automatically accumulate or create an entitlement to additional delivery in future months.
Virtually Created is not responsible for delays caused by missing or contradictory client instructions, unavailable resources or outstanding approvals to the extent those matters prevent performance.
Where delays arise from Virtually Created’s own failure to fulfil an agreed responsibility, the client’s applicable contractual and legal remedies remain unaffected.
5. Client Instructions & Approval Authority
Clients are responsible for identifying the person or persons authorised to provide instructions, approve work and make decisions on their behalf. Where multiple stakeholders provide conflicting instructions, Virtually Created may request clarification or confirmation from the designated decision-maker before proceeding.
Work requiring material approval may remain pending until the necessary decision is received. Work prepared for client review is not automatically considered approved for publication or implementation. Silence or failure to respond does not automatically authorise significant changes, publication of unapproved material or additional chargeable work.
Virtually Created may rely on written approvals supplied by an appropriately authorised client representative.
6. Scope of Services & Additional Work
Services are limited to the work and responsibilities included in the accepted agreement, proposal, service schedule or authorised scope. Additional requests, including substantial website changes, new functionality, redesigns, expanded SEO or marketing responsibilities, additional content work or other services outside the agreed arrangement, may require separate scoping and approval.
Virtually Created will communicate the relevant scope, estimated cost or fee and material delivery implications before proceeding with separately chargeable work requiring approval.
Written approval may be provided by email, WhatsApp or another agreed communication channel.
Changes requested after a deliverable has been approved, or revisions that materially expand the original scope, may incur additional charges. No additional service becomes part of an existing retainer merely because it has been requested or discussed.
Virtually Created is not obliged to undertake additional work until the commercial arrangements and delivery feasibility have been agreed.
7. Projects & Ad Hoc Services
Once-off projects and ad hoc work are undertaken according to the scope, quotation, estimate or written instructions accepted by the client. Project commencement may depend on payment of an agreed deposit and receipt of necessary resources or access.
Unless expressly agreed as fixed, estimates are provided for planning purposes and may be revised where the actual work or requirements materially change. Additional costs or material changes will be communicated for approval where required.
Ad hoc engagements do not automatically reserve recurring monthly capacity or guarantee immediate availability.
Authorised research, technical investigation, analysis, implementation, testing, meetings, consultation and necessary revisions may be billable according to the agreed fee arrangement.
8. Professional Services & Results
Virtually Created undertakes to provide services with reasonable professional care, skill and diligence.
Website performance, search visibility, rankings, traffic, enquiries, conversions and commercial results may be affected by search engines, algorithms, competitors, market conditions, third-party platforms and client decisions.
Unless expressly agreed otherwise, Virtually Created does not guarantee specific rankings, traffic volumes, enquiries, leads, sales or revenue outcomes.
Work may involve technical investigation, planning, analysis, preparation, implementation, quality assurance and monitoring. Not all legitimate professional work results in an immediately visible website change.
Delivery and progress will be assessed against the agreed responsibilities, scope and actual work performed rather than solely against visible design changes.
These provisions do not exclude Virtually Created’s responsibility to perform its agreed services with reasonable professional care and skill.
9. No Refunds for Work Completed
As Virtually Created’s services are based on professional time, expertise and agreed responsibilities, fees for properly completed services are generally non-refundable merely because a client subsequently changes direction or decides not to continue.
Where services remain incomplete, are cancelled or are subject to a genuine delivery dispute, any refund, adjustment or credit will be assessed according to the applicable agreement, work performed and relevant law.
Nothing in these terms excludes any refund, cancellation or other remedy required by applicable law.
10. Intellectual Property & Ownership
Upon full payment of the relevant amounts properly due, ownership of completed deliverables created specifically for the client transfers to the client to the extent agreed and legally transferable, unless otherwise agreed.
Virtually Created retains ownership of its pre-existing or independently developed methodologies, frameworks, templates, systems, tools, processes, know-how, reusable components and proprietary materials.
Where Virtually Created’s reusable intellectual property is incorporated into a completed client deliverable, the client receives the necessary licence to use that material as part of the agreed deliverable for its intended purpose, unless otherwise agreed.
Third-party imagery, fonts, software, plugins and other licensed materials remain subject to their applicable licences and ownership conditions.
Clients retain ownership of their original content, branding, business information and materials.
11. Third-Party Services, Website Access & Security
Clients are responsible for third-party subscriptions, hosting, domain renewals, software licences, advertising expenditure and external service-provider costs unless these are expressly included in the agreed scope.
Virtually Created will not knowingly incur material third-party expenses on a client’s behalf without appropriate approval.
Responsibility for backups, hosting, software updates, technical maintenance, monitoring and security is limited to the services specifically agreed.
Virtually Created will take reasonable professional care when accessing and working within client systems.
Virtually Created is not responsible for third-party outages, platform policy changes or failures outside its reasonable control, except to the extent that its own breach or applicable legal duties establish responsibility.
12. Confidentiality & Personal Information
Virtually Created will treat confidential client information with appropriate care and will not disclose it without authorisation unless required or permitted by law. Both parties agree to protect confidential business information, credentials, unpublished materials and proprietary information obtained through the engagement.
Personal information will be processed in accordance with applicable South African data-protection legislation, including POPIA. Where required, appropriate written data-processing and security arrangements will be established for personal information processed on a client’s behalf.
13. Suspension, Termination & Handover
Where services are lawfully suspended due to non-payment, material breach, unavailable client cooperation or material legal or security concerns, the relevant work may remain on hold until the issue is resolved.
Where an engagement ends, Virtually Created will make reasonable arrangements for the handover of applicable client-owned materials, access information and completed deliverables in its possession or control, subject to applicable legal rights and the agreed arrangements.
Additional migration, training, implementation or transfer assistance may be separately chargeable where not included in the original scope.
Termination does not waive accrued rights or existing obligations.
14. Limitation of Liability
This section concerns the allocation and limitation of legal liability and must be read subject to applicable statutory rights.
To the extent permitted by law, Virtually Created will not be liable for indirect or consequential losses arising from the use of its services, except where such liability cannot lawfully be excluded.
Where legally permissible, Virtually Created’s aggregate liability for a claim arising from specific services will be limited to the professional fees paid or payable for those services during the three months preceding the event giving rise to the claim.
Nothing in these terms excludes or limits liability for fraud, wilful misconduct, gross negligence where prohibited, or any liability or remedy that cannot lawfully be excluded or limited.
Any limitation will apply only to the extent that it is fair, reasonable and enforceable under the circumstances and applicable law.
15. Disputes
If a dispute arises concerning services, payments, scope or delivery, both parties agree to make reasonable efforts to resolve the matter through written communication. The parties may agree on an appropriate correction, revised arrangement or other lawful resolution. Nothing in this process prevents either party from exercising its contractual rights or applicable statutory remedies.
16. Changes to These Terms & Existing Agreements
Virtually Created reserves the right to update its published Terms & Conditions from time to time. The latest version will be available on the Virtually Created website, with the date of the update identified.
Updated terms do not automatically replace previously agreed contractual arrangements or retrospectively alter accrued rights and obligations. Existing agreements, accepted proposals, established contractual commitments and applicable legal rights remain relevant to those engagements.
No provision in these terms constitutes a waiver of any amount lawfully due to Virtually Created or any existing right of either party.
17. Governing Law
These Terms & Conditions are governed by the laws of the Republic of South Africa, subject to any mandatory laws applicable to the particular client or transaction.
18. Business Information
Virtually Created
Email: hello@virtuallycreated.co.za
Applicable details regarding services, prices, payment, delivery, cancellation and privacy are provided through the relevant website information, proposals, agreements and policies.
Last Updated: 11/10/2026