1. Acceptance of Terms

By placing an order, requesting services, approving artwork, making payment, or otherwise engaging with Brandivity (Pty) Ltd (“the Agency”), the Client acknowledges that they have read, understood, and agree to be bound by these Terms and Conditions.

2. Introduction

These Terms and Conditions govern the relationship between Brandivity (Pty) Ltd and its clients (“the Client”) in relation to the provision of branding, printing, marketing, advertising, digital services, website hosting, and related services within the Republic of South Africa.

3. Services

The Agency provides services including but not limited to:

• Advertising and marketing strategy development

• Advertising campaign creation and management

• Media planning and media buying

• Creative design and content creation

• Branding and identity development

• Social media management and digital advertising

• Website design and development

• Domain registration and hosting services

• Signage, printing and branded product manufacturing

• Vehicle branding and application services

The Agency will make reasonable efforts to deliver services professionally and within agreed timelines, however delivery times are estimates and may vary depending on production requirements.

4. Fees and Payment Terms

4.1 Cash Clients

All cash clients must make 100% payment upfront before production or service commencement unless otherwise agreed in writing.

4.2 Account Clients

Clients with approved credit terms must settle invoices upon completion or prior to installation/delivery, unless otherwise agreed.

Cancellation fees may apply if work has already commenced including but not limited to:

• Design work

• Consultation time

• Quotation preparation

• Technical drawings or structural drafting

• Production preparation

4.3 Late Payments

Late payments will incur:

• Interest of 5.5% per month

• Administrative fee of R250 per month

The Agency reserves the right to suspend services until payment is received.

5. Hosting and Domain Services

Failure to settle hosting or domain fees may result in service suspension.

Clients will receive two payment notices.

If payment is not received within 24 hours after the final notice, the domain may be suspended.

Reconnection will incur a R850.00 reconnection fee.

If the account remains unpaid for one calendar month plus an additional month, the domain may be parked and all website and email data may be deleted.

Brandivity (Pty) Ltd shall not be held liable for any loss of data resulting from suspended or cancelled hosting services.

6. Data Threshold and Subscription Services

Where hosting or digital services exceed the allocated data or service thresholds, Brandivity (Pty) Ltd reserves the right to automatically upgrade the service level in order to maintain service availability.

The Client will be liable for the additional charges even if no purchase order was issued.

7. Intellectual Property

All intellectual property created by Brandivity (Pty) Ltd remains the sole property of the Agency unless otherwise agreed in writing.

This includes but is not limited to:

• Designs

• Artwork

• Logos

• Marketing materials

• Websites

• Digital assets

• Branding concepts

• Layouts and proofs

Ownership transfers only after full payment has been received.

Clients are granted a limited, non-transferable license to use such materials solely for their business purposes.

Any copying, modification, reproduction or resale without written permission is strictly prohibited and may result in legal action.

8. Design Approval and Proofreading

The Client is responsible for verifying the accuracy of all artwork and specifications prior to approving production.

This includes:

• Spelling

• Grammar

• Measurements

• Layout

• Colours

• Contact details

Once artwork has been approved, the Client assumes full responsibility for any errors.

Changes requested after approval may result in additional charges.

9. Order Authorisation

Orders may be placed or confirmed through various communication methods including:

• Email

• WhatsApp

• Telephone

• Verbal confirmation

• In-person instruction

Orders placed by the Client’s employees or representatives may be accepted by the Agency whether formally authorised or not.

Such orders will be considered binding upon the Client.

10. Colour Variation Disclaimer

The Agency will make every reasonable effort to ensure accurate colour reproduction.

However, slight variations may occur due to:

• Printing processes

• Ink batches

• Substrate materials

• Fabric composition

• Environmental conditions

• Machine calibration

Exact colour matching cannot be guaranteed.

11. Branding Application and Item Preparation

Branding applications may have varying lifespans depending on:

• Material type

• Surface condition

• Environmental exposure

• Usage patterns

The Client must ensure all items or vehicles presented for branding are:

• Clean

• Suitable for branding

• Available at the agreed time and location

Failure to do so may result in delays and additional charges.

12. Labour, Call-Out and Delivery Fees

Labour, call-out, and delivery fees apply to scheduled services.

If services cannot proceed due to:

• Client cancellation

• Rescheduling

• Unavailable items or vehicles

Additional call-out or rescheduling fees may apply.

13. Client Supplied Items

Items supplied by the Client for branding are accepted entirely at the Client’s own risk.

Brandivity (Pty) Ltd does not guarantee:

• The suitability of the item for branding

• Successful application of branding

• Durability of the branded result

The Agency will not be liable for damage or defects to client-supplied items.

14. Liability and Indemnity

Brandivity (Pty) Ltd shall not be liable for any direct, indirect, incidental, or consequential damages resulting from services provided unless caused by gross negligence or intentional misconduct.

The Client agrees to indemnify and hold harmless Brandivity (Pty) Ltd, its directors, employees, contractors, and affiliates from any claims, damages, or legal expenses arising from:

• Incorrect information supplied by the Client

• Misuse of branded products

• Third-party intellectual property claims

15. Copyright and Trademark Liability

By placing an order, the Client confirms that they possess the legal rights or permissions to reproduce any:

• Logos

• Trademarks

• Brand names

• Copyrighted material

Brandivity (Pty) Ltd shall not be liable for unauthorised use of intellectual property provided by the Client.

The Client agrees to indemnify Brandivity (Pty) Ltd against any claims arising from such reproduction.

The Agency reserves the right to refuse production of material suspected to infringe intellectual property rights.

16. Refund and Returns Policy

Due to the customised nature of branding and printing services, refunds will not be provided once production has commenced.

Refunds or replacements may only be considered where:

• The Agency has supplied the incorrect product, or

• The product contains a manufacturing defect attributable to the Agency.

All claims must be submitted within 2 business days of delivery.

17. Website Usage Terms

Users accessing the Brandivity website agree not to:

• Copy or reproduce website content

• Attempt to gain unauthorised access to systems

• Distribute malicious software

• Use website materials for unlawful purposes

All website content remains the intellectual property of Brandivity (Pty) Ltd.

18. POPIA Compliance (Protection of Personal Information)

Brandivity (Pty) Ltd complies with the Protection of Personal Information Act (POPIA).

Client information collected may include:

• Contact details

• Company information

• Billing details

This information is used solely for:

• Providing services

• Communication

• Invoicing and administration

The Agency will take reasonable steps to protect personal information and will not share such data with third parties unless required by law.

19. Non-Defamation Clause

The Client agrees not to publicly defame, misrepresent, or damage the reputation of Brandivity (Pty) Ltd through:

• False statements

• Misleading reviews

• Public allegations not supported by factual evidence

Any such actions may result in legal proceedings for reputational damages.

20. Force Majeure

Brandivity (Pty) Ltd shall not be liable for failure or delay in performing its obligations due to circumstances beyond its reasonable control including but not limited to:

• Natural disasters

• Power outages

• Equipment failure

• Strikes or labour disputes

• Government regulations

• Supply chain disruptions

21. Termination

Either party may terminate the agreement if:

• A material breach occurs and is not remedied within 14 days of written notice, or

• The other party becomes insolvent or unable to meet financial obligations.

22. Governing Law

These Terms and Conditions shall be governed by and interpreted according to the laws of the Republic of South Africa.

All disputes shall fall under the jurisdiction of the courts of South Africa.

23. Entire Agreement

These Terms and Conditions constitute the entire agreement between the Agency and the Client and replace any prior agreements or understandings.

24. Amendments

Brandivity (Pty) Ltd reserves the right to amend these Terms and Conditions at any time.

Any amendments must be approved in writing by the CEO of Brandivity (Pty) Ltd.

25. Design Ownership and Protection

All designs, concepts, artwork, layouts, mock-ups, proofs, and creative materials produced by Brandivity (Pty) Ltd remain the exclusive intellectual property of the Agency unless otherwise agreed in writing.

This applies regardless of whether the design was presented as part of a quotation, concept proposal, or preliminary work.

Clients may not:

• Copy

• Reproduce

• Modify

• Reuse

• Submit to another supplier for production

without the written consent of Brandivity (Pty) Ltd.

Any unauthorised use, reproduction, or distribution of designs or intellectual property created by the Agency may result in legal action, including claims for damages and recovery of associated legal costs.

26. Abandoned Orders

An order will be considered abandoned if the Client fails to:

• Provide required information

• Approve artwork

• Make required payments

• Collect completed goods

within 30 calendar days from the date of notification or request by the Agency.

Brandivity (Pty) Ltd reserves the right to:

• Cancel the order

• Charge for all work completed up to that point

• Retain any deposit paid

The Agency will not be responsible for delays or losses caused by abandoned orders.

27. Storage and Collection of Goods

Once an order has been completed, the Client will be notified that the goods are ready for collection or delivery.

Clients must collect goods within 30 calendar days of notification unless otherwise arranged.

Brandivity (Pty) Ltd reserves the right to charge reasonable storage fees for goods not collected within this period.

If goods remain uncollected for 60 calendar days or longer, the Agency reserves the right to:

• Dispose of the goods

• Sell the goods to recover costs

• Recycle or discard the goods

Brandivity (Pty) Ltd shall not be liable for any loss or damage resulting from the disposal of uncollected goods.