Legal
Professional Services Terms
These terms govern DIH MEITS professional services, including consulting, advisory, assessments, implementation, managed services, support, training and technology delivery.
Terms of engagement
Scope and delivery
These Professional Services Terms apply to all DIH MEITS consulting, advisory, assessments, Microsoft 365, Azure, Microsoft AI, Copilot, Microsoft Foundry, Copilot Studio, Power Platform, Dynamics 365, cybersecurity, software development, DevOps, licensing guidance, managed services, support, projects and training.
The applicable proposal, statement of work, quotation, service schedule or order confirmation defines the agreed scope, deliverables, fees, milestones, assumptions and acceptance criteria. DIH MEITS will provide services with reasonable skill and care. Any recommendations are based on information available at the time and should be considered with the customer’s operational, commercial and regulatory context.
DIH MEITS may engage approved subcontractors, specialised consultants, service providers and technology partners where required to assist with service delivery, while remaining the customer’s primary point of contact and maintaining overall responsibility for customer engagement and service coordination.
DIH MEITS
The customer will provide timely access to relevant systems, personnel, premises, licences, data, decisions and approvals, and will ensure that information supplied is accurate, complete and lawful. Delivery dates depend on customer, project and third-party dependencies. Delays, changed assumptions or unavailable dependencies may require revised timelines, fees or scope.
Project governance
Changes, deliverables and acceptance
Work outside the agreed scope requires a written change request. DIH MEITS will assess the impact on fees, timing, resources, deliverables and assumptions before commencing changed work.
Deliverables
Acceptance
Dependencies
Out-of-scope work
Technology terms
Software, platforms and support
For custom development, DIH MEITS will deliver the agreed software, configuration, documentation and testing activities described in the applicable engagement. Unless otherwise agreed in writing, pre-existing materials, reusable tools, methods, templates and know-how remain the property of DIH MEITS, while the customer receives the agreed rights to use customer-specific deliverables after payment of all applicable fees.
Third-party and open-source software are subject to their own licences, terms, availability, support arrangements and limitations. The customer is responsible for obtaining and maintaining required licences unless DIH MEITS expressly agrees otherwise. Support and maintenance are provided only where included in an agreed support plan or statement of work, and may exclude changes caused by third parties, unsupported environments, misuse or out-of-scope requests.
DIH MEITS is an independent technology solutions provider; Microsoft product names, trademarks and related intellectual property remain Microsoft Corporation property; licensing, availability, pricing, features and functionality may change and should be confirmed before purchase or implementation.
Important notice
Testing and acceptance will follow the agreed acceptance criteria. If no criteria are specified, deliverables are accepted when they materially conform to the documented scope. The customer must notify DIH MEITS in writing of material non-conformities within the agreed review period, or within five business days of delivery where no period is stated. DIH MEITS will use reasonable efforts to remedy verified material non-conformities.
Important disclaimers
Please review these important service limitations and responsibilities.
Cybersecurity services
Cybersecurity services reduce risk but cannot eliminate all threats. No solution guarantees complete protection from incidents, unauthorised access, malware, ransomware, phishing or breaches. Customers remain responsible for governance, policies, user behaviour and compliance. Compliance assistance is not legal advice.
AI and generative AI
AI and generative AI may produce inaccurate, incomplete or unexpected outputs. Human review and validation must occur before reliance. Customers remain responsible for decisions using AI outputs, and responsible AI governance is shared.
Confidentiality
Each party will protect the other party’s confidential information using reasonable care and will use it only to perform or receive the services, except where disclosure is required by law or already lawfully known.
Limitation of liability
To the maximum extent permitted by law, neither party is liable for indirect, special, incidental, punitive or consequential loss, including loss of profit, revenue, data or business opportunity. DIH MEITS’ aggregate liability arising from an engagement is limited to the fees paid for the affected services in the three months preceding the event giving rise to the claim, except where liability cannot lawfully be excluded or limited.
Disputes and governing law
The parties will first seek to resolve disputes through good-faith negotiation between authorised representatives. If unresolved, either party may refer the matter to the courts of South Africa. These terms are governed by South African law.
Updates to these terms
DIH MEITS may update these terms from time to time. Updated terms apply to new engagements from publication, while existing engagements remain subject to the terms agreed for that engagement unless the parties agree otherwise in writing.