1. Introduction

1.1 Purpose. These Terms and Conditions (“Terms”) govern the rights and obligations of subscribers (“Client” or “You”) to Fortifi’s Protection & Disaster Recovery services (“Services”), offered by Fortifi (“We,” “Us,” “Our”). By subscribing to Fortifi, You acknowledge that You have read, understood, and agree to be bound by these Terms.

1.2 Service Overview. Fortifi provides business protection and rapid developer replacement assistance in cases where a Client’s primary or contracted developer (individual or agency) becomes unresponsive or disappears, and/or when a significant system outage remains unresolved within a reasonable time.

1.3 Subscription Tiers. Fortifi offers Standard Protection and Premium Protection, each with distinct coverage features, activation timeframes, and fees as described in Section 5 below.

2. Definitions

2.1 “Covered Event.” An event that triggers Fortifi’s obligation to provide the Services, subject to the fulfillment of certain conditions outlined in Section 3.

2.2 “Developer Ghosting/Disappearance.” A situation in which the Client’s primary developer or development agency becomes unresponsive for a minimum of five (5) consecutive business days despite documented attempts by the Client to make contact.

2.3 “System Outage/Failure.” A critical or total downtime in the Client’s website(s), custom software/application(s), or IT operations lasting at least twenty-four (24) to forty-eight (48) hours without resolution from existing technical resources, and which necessitates emergency intervention.

2.4 “Subscription.” An ongoing arrangement under which the Client pays recurring monthly or annual fees to Fortifi to have potential access to the Services.

2.5 “Discovery Surcharge.” A one-time, non-refundable fee payable upon each activation of Services, covering the initial investigation, documentation, and emergency response when a Covered Event occurs.

2.6 “Developer Network.” The group of vetted external developers and IT specialists available to Fortifi for assignment to Client emergencies or ongoing tasks.

3. Conditions for Protection & Evidence Requirements

3.1 Developer Ghosting/Disappearance.

• Condition. Coverage applies if the Client’s developer becomes unresponsive for a minimum period of five (5) consecutive business days.

• Evidence Required. The Client must provide documented proof (e.g., emails, helpdesk tickets, messaging platform logs) demonstrating that reasonable attempts were made to contact the developer, and that there was no response over the five-day period.

3.2 System Outage/Failure.

• Condition. Coverage applies if the Client’s website(s), custom software/application(s), or IT operation(s) are down or failing for at least twenty-four (24) to forty-eight (48) consecutive hours, with no resolution or meaningful communication from the responsible technical party.

• Evidence Required. The Client must submit screenshots, logs, or monitoring tool outputs illustrating the outage, along with proof of attempted communication with the developer or existing support channels during the outage window.

3.3 Event Review.

• Upon receiving the Client’s notice of a Covered Event, Fortifi will conduct a preliminary review to verify the validity of the submitted evidence. If the evidence meets the above criteria, Fortifi will approve activation of the Services as outlined in Section 4.

3.4 Exclusions.

• Issues resulting solely from planned maintenance or scheduled downtimes do not qualify as a Covered Event.

• System upgrades or expansions that exceed the scope of normal operations are not automatically covered unless explicitly included in the Subscription plan.

• Any references to code instability or poor code quality alone (e.g., code refactoring or performance tuning) do not qualify as a Covered Event. Such tasks can be performed under normal development arrangements or by separate agreement but are not triggers for emergency activation.

4. Protection Activation & Recovery Process

4.1 Activation Request.

1. Submission: The Client must submit a formal request (via Fortifi’s designated portal, email, or support ticket) detailing the Covered Event and providing the required evidence.

2. Discovery Surcharge Payment: The Client must pay the applicable Discovery Surcharge (a fixed, non-refundable amount) before investigation or resolution work begins.

4.2 Initial Response.

• Premium Protection: Fortifi will respond within twenty-four (24) hours of receiving the activation request and Discovery Surcharge.

• Standard Protection: Fortifi will respond within seventy-two (72) hours of receiving the activation request and Discovery Surcharge.

4.3 Investigation & Documentation.

• Fortifi will use the information provided by the Client, along with any account credentials shared, to investigate the outage or confirm the developer’s unresponsiveness.

• The findings will be documented and summarized. This documentation forms the basis for subsequent stabilization efforts.

4.4 Emergency Stabilization & Recovery.

• Once the Covered Event is confirmed, Fortifi will assign an appropriate developer or IT specialist from its Developer Network to commence stabilization.

• The assigned resource(s) will focus on restoring the functionality of the affected system(s) or bridging the gap created by the missing developer.

• Included Hours:

  • Standard Protection: Up to 7.5 hours of recovery or feature development work.

  • Premium Protection: Up to 15 hours of recovery or feature development work.

• Beyond these included hours, the Client may be charged at Fortifi’s standard hourly rates, as specified in the Subscription agreement.

4.5 Transition & Handover.

• After stabilizing the system or mitigating the emergency, Fortifi will coordinate with the Client to hand over control to a new or returning developer.

• The Client may request assistance from Fortifi in sourcing and vetting a new long-term replacement developer, if needed.

5. Fees & Payment Terms

5.1 Monthly Subscription Fees.

• Standard Protection: $49–$147 per month (pricing varies based on system complexity and coverage scope).

• Premium Protection: $99–$297 per month (pricing varies based on system complexity and coverage scope).

5.2 Discovery Surcharge.

• Standard Protection: $1,000 per activation.

• Premium Protection: $500 per activation.

• This fee is in addition to any monthly Subscription fees and is non-refundable upon activation.

5.3 Additional Work.

• If stabilization or recovery requires more hours than are included in the plan, or if the Client requests additional features, such work is billed separately at Fortifi’s prevailing hourly rate.

• Prior to commencing any additional work, Fortifi will provide an estimate of hours and associated costs for Client approval.

5.4 Late or Failed Payments.

• If the Client’s payment method fails or the Client is late on any due amount, Fortifi reserves the right to pause or terminate the Subscription and any ongoing Services until payment is settled in full.

6. Client Obligations & Responsibilities

6.1 Information & Access.

• The Client must provide accurate and complete information regarding the affected system(s), developer contacts, and any relevant credentials needed for investigation and recovery.

• Failure to supply necessary credentials or information may delay or limit Fortifi’s ability to render the Services.

6.2 Communication.

• The Client must respond promptly to Fortifi’s inquiries and requests for clarification or additional details to facilitate timely investigation and recovery.

6.3 Compliance with Laws.

• The Client’s use of the Services must comply with all applicable laws and regulations. The Client must not use Fortifi’s Services to support any illegal or unauthorized activity.

7. Confidentiality & Data Protection

7.1 Confidential Information.

• Each party agrees to keep confidential any non-public information disclosed by the other party during the Subscription, including but not limited to system access credentials, financial data, and proprietary business information.

7.2 Data Handling.

• Fortifi will handle any personal data or system information entrusted to it in accordance with applicable data protection laws.

• Fortifi may use anonymized or aggregated data internally to improve its offerings and service processes.

8. Disclaimers & Limitations of Liability

8.1 No Guarantee of Continuous Operation.

• While Fortifi strives to respond swiftly to Covered Events and restore operations, it cannot guarantee uninterrupted or error-free performance of any Client system. Fortifi’s responsibilities are limited to reasonable efforts to resolve the specified issues as per the outlined plan.

8.2 Indirect Damages.

• Fortifi is not liable for any indirect, incidental, special, or consequential damages (including lost profits, business interruption, or loss of data) arising from or related to the Services.

8.3 Force Majeure.

• Fortifi shall not be liable for delays or inability to perform due to causes beyond its reasonable control, including natural disasters, labor disputes, government actions, or internet service disruptions.

9. Term & Termination

9.1 Term.

• These Terms are effective as of the date the Client subscribes and continue on a month-to-month or annual basis unless otherwise specified in the Subscription agreement.

9.2 Termination by Client.

• The Client may terminate the Subscription by cancelling their active subscription at any time. No prorated refunds will be provided unless otherwise stated.

9.3 Termination by Fortifi.

• Fortifi may suspend or terminate the Subscription immediately if the Client fails to pay any fees when due or if the Client breaches these Terms in a material way (including providing fraudulent evidence of a Covered Event).

9.4 Effect of Termination.

• Upon termination, Fortifi will discontinue Services. Any fees owed up to the termination date remain payable. Fortifi will return or destroy any confidential information provided by the Client, at the Client’s request.

10. Governing Law & Dispute Resolution

10.1 Governing Law.

• These Terms shall be governed by and construed in accordance with the laws of the jurisdiction in which Fortifi is incorporated (New Zealand).

10.2 Dispute Resolution.

• Any dispute arising out of or related to these Terms that cannot be resolved amicably shall be settled by binding arbitration or in small claims court if the claim is within that court’s jurisdiction, unless otherwise agreed in writing by both parties.

11. Miscellaneous

11.1 Entire Agreement.

• These Terms, along with any Subscription documents and statements of work, constitute the entire agreement between the parties regarding the subject matter and supersede all prior or contemporaneous agreements, understandings, and communications.

11.2 Severability.

• If any provision of these Terms is deemed invalid or unenforceable, that provision will be interpreted or reformed to the extent necessary to make it enforceable, and the remaining provisions will continue in full force.

11.3 Waiver.

• Any waiver by a party of a breach of these Terms shall not constitute a waiver of any subsequent breach, nor shall it alter the terms of these Terms.

11.4 Assignment.

• The Client may not assign or transfer any rights or obligations under these Terms without the prior written consent of Fortifi. Fortifi may assign its rights and obligations to a successor or affiliate without requiring Client consent.