1. General Overview

1.1. These Terms and Conditions ("Agreement") govern the relationship between CodeNet Developers ("Company") and any entity or individual ("Client") utilizing our systems and services.

1.2. By engaging with our services, the Client acknowledges and agrees to the terms set forth in this Agreement, forming a binding electronic contract under the Electronic Communications and Transactions Act No. 4 of 2021 of the Laws of Zambia.

2. Acceptance of Terms

2.1. The Client is required to thoroughly review and accept these terms before utilizing any of the Company’s systems or services.

2.2. Use of the system or services beyond the initial 30-day period constitutes the Client’s full, unconditional, and legally binding acceptance of this Agreement, matching validation requirements for implicit intent under Zambian commercial law.

3. Intellectual Property Rights (Company Protection)

3.1. All systems, source codes, database structures, interface designs, modifications, and digital assets engineered or provided by the Company remain the exclusive property of CodeNet Developers.

3.2. No transfer of intellectual property occurs under this layout unless expressly outlined in writing within a signed Master Service Agreement (MSA). Unauthorized duplication, reverse engineering, or sub-licensing of our systems is strictly prohibited and protected under the Copyright and Performance Rights Act (Chapter 406 of the Laws of Zambia).

4. Refund Policy

4.1. The Client is entitled to a refund if the service is canceled within the first 30 days of initial system provisioning or onboarding configuration.

4.2. Refund requests made after the 30-day period will not be honored, as the Client is deemed to have had ample opportunity to evaluate the system and decide on its continued use.

5. Payment Terms and Right to Suspend

5.1. Payments are due as per the terms specified in the invoice or service level agreement sent to the client.

5.2. If any payment remains overdue for a period exceeding 14 days, the Company reserves the unconditional right to immediately suspend or permanently terminate the Client’s access to the system, databases, and connected services without further liability notice.

5.3. The Company shall not be held liable for any data drop, revenue damage, or internal losses incurred by the Client due to system suspensions resulting from non-payment.

6. System Administration & Service Modifications

6.1. The Company reserves the right to modify, patch, update, or temporarily deprecate features of the system at any time to ensure compliance with the Cyber Security and Cyber Crimes Act No. 2 of 2021 of Zambia.

6.2. The Company reserves the right to audit client application logs, metrics, data pipelines, and database allocations to enforce resource optimization and safeguard the integrity of host environments.

7. Client Responsibilities & Acceptable Use

7.1. The Client agrees to use the system and services provided by the Company in strict compliance with all applicable local and international laws, specifically regarding operational regulations within the Republic of Zambia.

7.2. The Client shall not use the system for unlawful, harmful, or unethical activities, including but not limited to hosting unvetted cryptographic processes, unauthorized scraping, or unsecured collection of personal metrics. Any misuse of the system is solely the legal and structural responsibility of the Client.

8. Data Protection & Privacy Compliance

8.1. To the extent that the Company processes personal data on behalf of the Client, the Client acts as the Data Controller and the Company acts as the Data Processor, in adherence to the Data Protection Act No. 3 of 2021 of Zambia.

8.2. The Client warrants that all data fed into systems hosted or engineered by the Company has been collected with legitimate legal consent. The Company implements industry-standard protocols but is not liable for data breaches occurring from weak client authentication credentials or client-side vector exposures.

9. Limitation of Liability

9.1. The Company is not liable for any special, indirect, or consequential damages, financial losses, or business disruptions arising from the misuse or improper application of the system by the Client or any third party.

9.2. The Client acknowledges that the Company provides the system and services on an "as-is" basis. The Company does not guarantee uninterrupted or error-free operations under infrastructure pressures outside our core container controls.

10. Dispute Resolution

10.1. Any disputes arising under this Agreement shall first be resolved through amicable negotiations between executives of the respective parties.

10.2. If a resolution cannot be achieved within 30 days, the dispute shall be submitted to binding arbitration in Zambia, conducted in accordance with the provisions of the Arbitration Act No. 19 of 2000.

11. Termination of Agreement

11.1. Either party may terminate this Agreement with written notice, subject to the refund constraints outlined in Section 4.

11.2. Termination by the Company due to the Client’s structural non-compliance, unethical code injection, or non-payment shall not exempt the Client from fulfilling any outstanding financial obligations or invoices.

12. Governing Law

12.1. This Agreement is governed by, construed, and enforced exclusively in accordance with the written laws of the Republic of Zambia.

12.2. Any legal action or courtroom processing arising from this Agreement shall be brought before the competent sub-courts or High Court of Zambia.

13. Indemnification

10.1. The Client agrees to indemnify, defend, and hold harmless the Company, its systems architects, employees, and affiliates against any claims, regulatory penalties, liabilities, or expenses arising from the Client’s use of the system or breach of this Agreement.

14. Amendments

14.1. The Company reserves the right to amend these Terms and Conditions at any time, providing notification through system alerts or registered email channels.

14.2. Continued use of the system after such amendments signify the Client’s binding acceptance of the revised terms.

15. Entire Agreement

15.1. This Agreement constitutes the entire understanding between the parties regarding the system ecosystem and supersedes any prior agreements, trial communications, or oral promises.