The Creative Clan

 

TCC Group (Pty) Ltd • Reg No. 2020/263117/07 • 36 Ingleside Road, Camps Bay, Cape Town, South Africa, 8040

+27 79 086 6161 • info@creativeclan.net

 

TERMS AND CONDITIONS OF THE CREATIVE CLAN

This document sets out the terms and conditions upon which TCC Group Proprietary Limited trading under the name and style of The Creative Clan (“The Creative Clan”) has agreed to provide design, web design, production and/or marketing-related services to you, as the Client. Your acceptance of any The Creative Clan quotation indicates your explicit and/or tacit acceptance of the terms of engagement listed below.

  1. THE SERVICES

The Creative Clan will provide the Client with a variety of digital content creation and online distribution Services, comprising of, amongst other things, online content for websites, blog posts, video footage, social media posts, photographs, brand development and online distribution related services according to the brief provided by the Client verbally and in written correspondence (“the Services”).

  1. PAYMENT TERMS

2.1.  The Creative Clan will charge a fee for the Services. This fee (“Service Fee”), including any necessary disbursements, is detailed in the quotation (“the quotation”). The Creative Clan reserves the right to add a surcharge to the Service Fee for any Services rendered to the Client on an urgent basis.

2.2.  The Service Fee is subject to change, should the brief be altered in any way.

2.3.  The Client agrees to make payment as follows:

2.3.1.  50% (fifty percent) of the Service Fee will be paid within 7 days of the Client’s acceptance of the quotation, or the Client will share a Purchase Order. Depending on your instruction and the type of client relationship that we have with you; and

2.3.2.  If the Service Fee:

2.3.2.1. Does not exceed R 50,000 (fifty thousand Rand), the remaining balance shall be paid upon completion of the Services or after 30 days from the invoice date, whichever is sooner;

2.3.2.2. Exceeds R 50,000 (fifty thousand Rand), 25% (twenty-five percent) of the Service Fee shall be paid at a time pre-determined by The Creative Clan in writing, and the remaining balance shall be paid upon completion of the Services or after 30 days from the invoice date, whichever is sooner.

2.3.3.  any additional costs or disbursements necessary for provision of the Services may be required to be paid upon acceptance of the quotation or on presentation of an invoice.

2.4.  Invoices will reflect the Service Fee and disbursements, exclusive of Value Added Tax where applicable. Invoices are due and payable on receipt.

2.5.  Interest may be charged on any outstanding amounts owed by the Client to The Creative Clan at a rate equal to the South African published prime plus 2% overdraft rate, compounded monthly in arrears.

  1. PRESENTATION OF THE CONTENT

3.1.  Once a quote has been accepted, The Creative Clan will begin providing the Services.

3.2.  Any initial content provided by The Creative Clan to the Client as part of the Services (“the Content”) will be presented according to the following procedure:

3.2.1.  The Creative Clan will present the Client with the initial Content proposed in the quote. The Client can give feedback to The Creative Clan on the Content (“the first presentation”);

3.2.2.  The Creative Clan will alter the Content based on the Client’s feedback during the first presentation and present the updated Content to the Client (“revision”);

3.2.3.  The Client shall be entitled to the number of revisions specified by The Creative Clan in the quotation and shall be liable for a fee in addition to the Service Fee for any subsequent revisions;

3.2.4.  The Creative Clan will finalise the Content and present it back to the Client for approval (“final presentation”);

3.3.  Should the Client require further amendments to the final presentation, The Creative Clan will charge a fee in addition to the Service Fee.

3.4.  The final presentation of the Content created by The Creative Clan will be considered accepted and completed if the Client has not requested any additional revisions within 15 (fifteen) business days upon receipt of the Content from The Creative Clan.

3.5.  The Client understands that The Creative Clan requires certain information, equipment or action from the Client in order to properly render the Services. Failure or delay in providing such information, equipment or action will lead to delays in provision of the Services.

3.6.  Notwithstanding the contents of clause 3.5 above, the Client understands and agrees that where the Client, in The Creative Clan’s sole and unfettered discretion (which shall not be reasonably exercised), unreasonably delays the provision of the Services by The Creative Clan, in such circumstances The Creative Clan shall be entitled to cancel the Services as contemplated in clause 4.4 below.

  1. CANCELLATION

Should the Client wish to cancel the Services:

4.1.  it must give The Creative Clan 1 (one) month’s written notice of its intention to cancel the Services;

4.2.  Any deposit paid by the Client to The Creative Clan shall be forfeited; and

4.3.  In the event that the deposit is insufficient to cover all expenses, disbursements or Services already incurred or provided by The Creative Clan prior to date of termination, The Creative Clan shall be entitled to provide the Client with a final invoice which will cover all such expenses, disbursements or Services. Such final invoice shall be payable within 7 (seven) days of presentation.

4.4. In the circumstances contemplated in clause 3.6 above:

4.4.1.  The Creative Clan shall be entitled to provide the Client with 7 (seven) calendar days’ notice of its intention to cancel the Services;

4.4.2.  Any deposit paid by the Client to The Creative Clan shall be forfeited; and

4.4.3.  In the event that the deposit is insufficient to cover all expenses, disbursements or Services already incurred or provided by The Creative Clan prior to date of termination, The Creative Clan shall be entitled to provide the Client with a final invoice which will cover all such expenses, disbursements or Services. Such final invoice shall be payable within 7 (seven) days of presentation.

  1. OWNERSHIP OF THE WORKS

5.1.  All ownership and copyright in the final presentation of the Content will vest in The Creative Clan until date of final payment. The Creative Clan reserves the right to revoke any permission given to the Client to use the Content, if payment is not made in full.

5.2.  Once final payment has been made, ownership of the Content shall transfer to the Client.

5.3.  The Client will only own the Content which it has accepted as part of the final product. As a result:

5.3.1.  the Client will have no ownership or claim of any rights of any nature over any Content created for but not used by the Client, including but not limited to any video footage or photographs taken or created in provision of the Services; and

5.3.2.  The Creative Clan shall retain ownership of the source files in respect of the Services including all design files (.indd, .ai, .psd, .tiff, .png, .prproj, .drp) unless otherwise agreed between the parties and subject to an agreed fee. The Client may utilize the services of other digital marketing companies, but The Creative Clan shall not be obliged to hand over any of the source files for the Content.

5.4.  For clarity, The Creative Clan will retain ownership of all Content not accepted by the Client as part of the Content as well as all source files in respect of the Services.

  1. STORAGE OF CONTENT FILES

6.1.  The Creative Clan shall retain and store any Content files for a period of 6 (six) months from the completion of the Services. Should the Client require The Creative Clan to retain the files for a longer period, it must be agreed upon subject to a storage fee.

6.2.  The Client stores any files with The Creative Clan completely at their own risk. The Client understands that The Creative Clan shall not be held responsible for any stolen, leaked, corrupted or damaged files, and shall further not be held responsible for any actions (unlawful or otherwise) taken by unauthorised third parties in respect of the storage of the files relating to the Services.

  1. CREDIT FOR THE SERVICES

7.1.  When specifically agreed upon, The Creative Clan must be credited in any use of the Content in public spaces, including but not limited to the Client’s website, any social media platform, blog posts and brochures.

7.2.  The Creative Clan retains the right to use the Content for its own promotion in any medium or public space in perpetuity, unless otherwise agreed upon with the Client in writing.

  1. LIABILITY AND INDEMNIFICATION

8.1.  Each party warrants to the other that any information, including but not limited to, images, online content, documents or designs provided to a party in connection with the Services is free from any copyright and does not infringe upon any rights of any third party to which the information belongs.

8.2.  Apart from instances of dishonesty or gross negligence, The Creative Clan will not be liable for loss, damage or delay, including loss of profits, suffered by the Client as a result of The Creative Clan’s provision of the Services or negligence in respect thereof, including but not limited to spelling, design or grammatical errors after the Client has accepted the final product.

8.3.  The Client agrees to hold harmless and indemnify The Creative Clan against any losses, expenses, claims, damage or delay, including loss of profits, suffered by the Client as a result of the utilisation by The Creative Clan of the services of any third party suppliers, intellectual property rights or in the course of providing the Services.

8.4.  The Client agrees to hold harmless and indemnify The Creative Clan against losses, expenses, claims, damage or delay, including loss of profits, suffered by the Client as a result any unforeseen, missing or omitted requirements not specified in the quotation and further not specified by the Client to The Creative Clan in writing.

  1. FORCE MAJEURE

It is agreed that neither party shall be liable for delay or failure to perform any obligations contained herein if such delay is due to acts of god, fire, earthquake, labour, dispute, war, martial law, government order, riot, revolution, outbreak of epidemic diseases or any other cause (besides bad weather) beyond the reasonable control of the parties.

  1. CONFIDENTIALITY

Neither party shall during or after the provision of the Services use to the prejudice or detriment of the other party, or divulge to any person any material, trade secret or any other confidential information concerning the business affairs of the other party which may have come into its possession or knowledge during the course of this agreement or pursuant to the booking or provision of the Services.

  1. DISPUTE RESOLUTION

11.1.  Should any dispute, disagreement or claim arise between the parties concerning the Services, the parties shall endeavour to resolve the dispute amicably, by negotiation, and with the best interests of both parties in mind.

11.2.  Should the parties fail to resolve such dispute in the aforesaid manner or within such further period as the parties may agree to in their negotiation, the parties will approach an independent industry expert who shall mediate the discussion on their behalf.

11.3. The parties both agree that in no circumstance will either party publicize the dispute on any media platform, including social media. The parties understand that any publicity of this nature can cause serious damage to the other party, which damage may result in a financial claim.

  1. DOMICILIUM CITANDI ET EXECUTANDI

Each of the parties choose as their service address for the purposes of the giving of any notice, the payment of any sum, the serving of any process and for any other purposes arising from this Agreement at the following addresses:

The Creative Clan:

Physical Address: 36 Ingleside Road, Camps Bay, 8040

Email Address: info@creativeclan.net

Client:
Physical Address: At their respective addresses set out on the Client Form (https://share-eu1.hsforms.com/1eQFy6aFORMSUzXMOWX-Wkgfudkr).

Email Address: At their respective addresses set out on the Client Form (https://share-eu1.hsforms.com/1eQFy6aFORMSUzXMOWX-Wkgfudkr).

 

  1. GENERAL

13.1.  Survival of Rights, Duties and Obligations: Termination of this agreement for any cause whatsoever shall not release either party from any liability which at the time of termination has already accrued to the other or which thereafter may accrue in respect of any act or omission prior to such termination.

13.2.  Variation of this Agreement: No alteration, consensual cancellation, variation of, or addition to this agreement shall be of any force or effect unless reduced to writing and signed by both parties.

13.3.  Governing law: This agreement shall be governed by and interpreted in accordance with the law of the Republic of South Africa. All disputes, actions and other matters in connection with this agreement shall be determined in accordance with such law.

13.4.  Cumulative Rights and Remedies: The rights and remedies of the parties under this agreement are cumulative and in addition to any rights and remedies provided by law.