Terms of Use and General Contracting Conditions

1. Definitions

Wherever used, the following terms shall have the meanings ascribed to them below, unless the context requires otherwise:

• "Company" or "We": Nasey for E-commerce and Digital Marketing, together with its commercial registration and tax card as published on its official website.
• "Client" or "You": Any natural or legal person who engages the Company for any of its services.
• "Project": Any digital work agreed between the parties, including without limitation website development, mobile applications, management systems, hosting services, domain registration, or digital marketing.
• "Agreed Scope": The requirements and technical description set out in the technical and financial proposal accepted by the Client.
• "Binding Documents": These Terms, the Refund and Return Policy, the Server Technical Guide, the proposal accepted by the Client, and any subsequently signed addenda.
• "Additional Requirement": Any request, modification, or new item of work not expressly included in the Agreed Scope.
• "Live Environment": The actual production/online environment of the Project through which the service is made available to end users or in which server resources are effectively consumed.

2. Scope of Service

• The Company delivers strictly within the Agreed Scope. No item outside the Binding Documents shall be deemed part of the Company's obligations.
• The Company's work is technical and developmental in nature, performed professionally in accordance with recognized technical practices.
• Unless expressly stated, the Company's services do not include legal, accounting, sharia, or regulatory review of the Client's content or business model, nor verification of the Client's compliance with any law or licence.

3. Third-Party Dependencies

3.1 App Stores (Google Play — Apple App Store)

The Company undertakes to deliver the application in conformity with the technical specifications agreed. However, acceptance, rejection, suspension, or removal by app stores (Google Play, Apple App Store, or others) is subject solely to those stores' own policies, which are discretionary and subject to change. It is the Client's responsibility, prior to contracting, to ensure that the application idea, activity, and content comply with those policies. The Company bears no liability for rejection, suspension, or removal; such events shall not be treated as a breach of the Company's obligations and shall not entitle the Client to any refund or compensation.

3.2 Payment Gateways and Regulatory Bodies

Any work requiring integration with a payment gateway (Paymob, Fawry, Stripe, PayPal, etc.) or the approval of a regulatory body (Central Bank, Financial Regulatory Authority, ITIDA, Consumer Protection, etc.) remains subject to the absolute discretion of those parties. The Client is solely responsible for identifying the legal requirements of its activity and satisfying them at its own expense. Any delay or refusal by such parties shall not count against the Company's delivery timeline, shall not be treated as a breach, and shall not entitle the Client to a refund or compensation.

3.3 Advertising Networks and Marketing Accounts

In advertising campaigns, the Company's obligations are limited to technical execution, campaign launch, and performance optimization within the published policies of the relevant network (Google Ads, Meta Ads, TikTok Ads, etc.). The Company bears no liability whatsoever for:

• Suspension, restriction, or banning of the Client's advertising account.
• Rejection of any specific ad or of the activity as a whole.
• Sudden changes in network policies, impression costs, or targeting algorithms.

This applies even where advertising is the sole source of funding for the Client's project; the Company does not warrant the continuity of any third-party account.

3.4 Infrastructure Providers

Any interruption or failure of hosting providers, domain registrars, Cloudflare, SSL vendors, email service providers, or any related third party shall not constitute a breach by the Company and shall not give rise to any civil or financial liability.

4. Scope Management and Change Requests

• The Agreed Scope is the sole contractual basis for calculating timeline and price. Any addition, modification, or new requirement outside it is treated as an Additional Requirement outside the original contract.
• Upon any request by the Client for an Additional Requirement, the Company shall, at its professional discretion, assess the additional cost and timeline and notify the Client in writing. Express acceptance by the Client — or silence for more than forty-eight (48) working hours from the notification — shall be deemed implicit acceptance producing full financial and time effect.
• Where the Client has accepted (expressly or implicitly) additions that extend the delivery timeline, the Client shall have no right to demand delivery within the originally agreed timeline, and any resulting delay shall not be treated as a breach by the Company.
• The Company advises Clients to structure large projects as sequential milestones, which safeguards both parties' rights, minimizes dispute risk, and facilitates staged approval and testing.
• All scope communications made via the Company's official email, WhatsApp Business, or any collaboration platform agreed between the parties shall be treated as legally documented.

5. Timelines and Delays

• The timeline stated in the accepted proposal begins from the later of: (a) the Company's receipt of the first payment, and (b) the Client's delivery of all approved content.
• Any announced timeline is indicative and non-binding unless expressly stated in the financial proposal. Its calculation shall exclude days lost to Client delay in delivering content, responding to queries, or approving milestones.
• No delay in delivery — whether caused by the Client, third parties, force majeure, or Additional Requirements accepted by the Client — shall give rise to any right of refund, price reduction, or compensation.

6. Consideration and Payments

• The Client shall pay each instalment on its due date. Any late instalment entitles the Company to suspend the work without liability for the resulting delay, and reserves the Company's right to claim fair compensation for time and resources allocated.
• All fees for hosting, servers, domains, SSL certificates, and third-party services (payment gateways, SMS, email, AI, etc.) shall be at the Client's expense and shall be registered — wherever possible — directly in the Client's name and under its ownership.

6.1 Servers: Immediate Fee Maturity Upon Going Live

• This maturity rule is based on the fact that server fees are paid to third-party providers and are not recoverable from those providers, and that keeping the Project online consumes those resources in real time for the Client's benefit even before formal handover.
• The Client shall settle the due server fees within seven (7) days from the date of written notice. Failing that, the Company may — without any need for a court notice — suspend the service or remove the Project from the server, without any liability for data loss or business interruption, and without any right for the Client to recover previously paid amounts.
• The Client may not, on any ground, invoke non-completion of final delivery as a reason to withhold payment of server fees, once the Project has actually been deployed to the Live Environment or the servers have started operating on its behalf.

7. Intellectual Property and Content Liability

• Ownership of the custom source code and designs of the Project transfers to the Client upon full payment of the implementation value, with the Company retaining the right to reference the Project in its portfolio unless otherwise agreed in writing.
• Content provided by the Client (texts, images, videos, logos, trademarks) remains its exclusive property. The Client warrants that all such content is either owned or duly licensed to it, does not infringe any third-party rights, and does not violate public order or applicable law.
• The Company is a technical development firm and bears no legal, civil, or criminal liability for the Client's content, business model, or its compliance with any law or regulation; that liability rests exclusively with the Client. In the event of any proven violation or an official complaint from a competent authority, the Company shall fully cooperate with such authority and provide any records in its possession without requiring the Client's prior consent.
• The Client acknowledges that the Company is under no obligation to review the legal status of the Client's content or verify its intellectual property, and that any claims arising therefrom shall be borne solely by the Client, including any indemnity due to the Company or to third parties, including attorney fees and litigation costs.

8. Limitation of Liability

• In all cases, the Company's aggregate liability shall not exceed the amount actually paid by the Client for the service giving rise to the claim, and shall exclude any consequential or indirect damages, loss of profits, lost opportunities, or reputational damages.
• Deliverables are provided "As Delivered". The Company warrants the delivered work against material technical defects for ninety (90) days from delivery, limited to repair of the defect without any monetary compensation.
• The Company does not warrant that the Project will achieve specific commercial outcomes (sales, users, search rankings, ROI); such outcomes depend on market and operational factors outside the scope of technical development.
• The Company bears no liability for damages arising from the Client's — or its representatives' — use of the system contrary to technical instructions, weak passwords, sharing of access credentials, or modifications made by the Client or any third party to the code or infrastructure without the Company's supervision.

9. Force Majeure

The Company shall not be liable for any delay or breach caused by force majeure or events beyond its reasonable control, including without limitation general internet outages, disruptions of major cloud providers (AWS, Google Cloud, Azure, Cloudflare), legislative or regulatory decisions, epidemics, wars, security disruptions, and natural disasters. Timelines shall be automatically extended by the duration of the force majeure event without any liability.

10. Confidentiality and Data Protection

The Company shall maintain the confidentiality of Client information disclosed in the course of execution and shall not disclose it to any third party except with the Client's written consent or under an official request from a competent judicial or regulatory authority. The Client shall observe an equivalent duty of confidentiality regarding the Company's work methods, technical processes, and any source code not yet finally handed over, and may not disclose it or use it in competition with the Company.

11. Binding Documents and Refund Policy

The Refund and Return Policy published on the Company's official website — together with the Server Technical Guide — forms an integral and inseparable part of these Terms, complements them, and governs all matters relating to consideration and refund cases. The Client, upon contracting, acknowledges having reviewed and accepted such documents, and that any subsequent engagement with the Company shall automatically be governed by the versions of those documents published at the time of contracting.

12. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the Arab Republic of Egypt. Any dispute arising hereunder shall be subject to the exclusive jurisdiction of the courts of the City of Mansoura, Dakahlia Governorate, without prejudice to the Company's right to seek precautionary or enforcement measures before any court where the Client or its assets are located.

13. General Provisions

• The Company's failure to exercise any right under these Terms shall not constitute a waiver of such right nor preclude its later invocation.
• If any provision is held invalid, the remaining provisions shall remain in full force and effect.
• The Arabic version of these Terms shall prevail in interpretation. In the event of any conflict between the Arabic version and any translation, the Arabic text shall prevail.
• The Company reserves the right to update these Terms at any time. The version applicable at the time of contracting shall govern that engagement.

14. Contact Us

For legal inquiries or clarification on any provision of these Terms: