Terms and conditions

 TERMS AND CONDITIONS 

Location: Addis Ababa, Ethiopia

Effective Date: March 29, 2026

1. SCOPE OF SERVICES

Menna Digitals (the “Firm”) agrees to provide digital services including, but not limited to, Software Development (Laravel/WordPress), Digital Marketing, SEO, and SaaS Implementation. Each project will be governed by a specific Statement of Work (SOW) or Project Quote which outlines the deliverables, timelines, and costs. In the event of a conflict between an SOW and these Terms, the SOW shall prevail.

2. PROJECT LIFECYCLE & DELAYS

  • Client Deliverables: The Client must provide all necessary content (text, images, branding), API access, and hosting credentials within 3 business days of project kickoff.

  • Stall Policy: If a project is delayed by the Client for more than 30 consecutive days (e.g., failure to provide feedback or content), Menna Digitals reserves the right to invoice for all work completed to date and move the project to “Inactive” status. A “Restart Fee” may apply to resume the project.

  • Timeline Shifts: Estimated completion dates are good-faith projections. Menna Digitals is not liable for delays caused by third-party software updates, hardware failures, or local infrastructure (internet/power) outages.

3. INTELLECTUAL PROPERTY (IP) RIGHTS

  • Pre-existing Property: Menna Digitals retains ownership of all pre-existing code, libraries, internal tools, and proprietary methodologies used in the development process.

  • Custom Work Product: Subject to full payment of all fees, the Client is granted an exclusive, perpetual license to use the final custom-coded application or website for its intended business purpose.

  • Open Source & Third-Party: Many projects utilize open-source frameworks (e.g., Laravel, WordPress) or third-party plugins. These components are governed by their respective licenses (e.g., MIT, GPL) and are not “owned” by the Client.

4. FEES, BILLING, AND CURRENCY

  • Currency & VAT: All fees are quoted in Ethiopian Birr (ETB) and are subject to applicable Ethiopian VAT and withholding tax regulations unless stated otherwise.

  • Payment Schedule: * 50% Advance: Required to secure a spot in the production queue.

    • 30% Milestone: Upon completion of the Beta/Testing phase.

    • 20% Final: Due prior to “Go-Live” or transfer of administrative credentials.

  • Expense Reimbursement: The Client is responsible for all third-party costs, including hosting fees, domain registrations, premium plugin licenses, and API usage fees (e.g., Google Maps, Chapa, SMS gateways).

5. SOFTWARE MAINTENANCE & SUPPORT

  • Warranty Period: Menna Digitals provides a 30-day bug-fix warranty starting from the date of deployment. This covers errors in the original code.

  • Exclusions: The warranty is void if the Client or a third party modifies the code, or if a major update to a third-party framework (e.g., a WordPress core update) breaks existing functionality.

  • Maintenance Agreements: Ongoing security patches, backups, and version updates are not included in the initial development fee and require a separate Maintenance Service Level Agreement (SLA).

6. DIGITAL MARKETING & SEO PERFORMANCE

  • No Guarantees: While we utilize industry-standard SEO and growth strategies, Menna Digitals does not guarantee specific search engine rankings or conversion rates. Rankings are subject to the algorithms of third parties (Google, Bing) and the competitive landscape.

  • Ad Spend: For social media or search engine advertising, the Client pays the platform (Meta, Google) directly. Our fee covers management and strategy only.

7. CONFIDENTIALITY & DATA PROTECTION

  • Mutual Non-Disclosure: Both parties agree not to disclose sensitive business information, financial data, or trade secrets to any third party.

  • Data Handling: Menna Digitals will implement reasonable security measures to protect Client data. However, the Client is responsible for maintaining their own backups of data stored on their servers.

8. LIMITATION OF LIABILITY

To the maximum extent permitted by the laws of Ethiopia, Menna Digitals’ total liability for any claim arising out of these Terms shall not exceed the total amount paid by the Client for the specific project in question. We are not liable for:

  • Loss of anticipated profits or business interruption.

  • Data loss resulting from third-party hosting failures.

  • Unauthorized access to the Client’s systems (“Hacking”) unless caused by gross negligence on our part.

9. DISPUTE RESOLUTION & GOVERNING LAW

  • Governing Law: These Terms are governed by the laws of the Federal Democratic Republic of Ethiopia.

  • Arbitration: Any dispute that cannot be resolved through amicable negotiation within 30 days shall be submitted to the Addis Ababa Chamber of Commerce and Sectoral Associations Arbitration Center.

10. TERMINATION

  • For Convenience: Either party may terminate the agreement with 30 days’ written notice.

  • For Cause: Menna Digitals may terminate services immediately if the Client engages in unethical business practices, fails to pay invoices, or provides illegal content.