These Terms and Conditions govern the provision of digital marketing, web development, and creative services by Created By Halo to the Client.
These Terms and Conditions ("Agreement") govern the provision of digital marketing, web development, and creative services by Created By Halo ("the Agency", "we", "us", or "our") to you ("the Client", "you", or "your").
By accepting a quotation, paying a deposit, or engaging our services, you acknowledge that you have read, understood, and agree to be legally bound by these terms.
1.1 Service Definition: The Agency shall provide the specific digital marketing, creative, SEO, and/or web development services as explicitly outlined in the signed quotation, proposal, or Statement of Work (SOW).
1.2 Commencement: No work shall commence until the Agency has received all three of the following:
1.3 Exclusions: Any service, feature, or deliverable not explicitly listed in the approved quotation is considered out of scope and will require a separate agreement and quotation.
2.1 Deposits: All project-based work requires a 50% non-refundable deposit before commencement, unless otherwise stipulated in writing.
2.2 Project Balances: The remaining balance is strictly due upon completion of the project, prior to final delivery, handover, or public launch, or based on specific milestones outlined in the approved proposal.
2.3 Retainer Agreements: Retainer services (e.g., SEO, monthly maintenance, ad management) must be paid in full, monthly in advance, on or before the 1st of each month.
2.4 Payment Methods: All payments must be made via Electronic Funds Transfer (EFT) to the Agency’s designated bank account. Cash or cheque payments are not accepted. Proof of Payment (POP) must be emailed to accounts@createdbyhalo.co.za. Work commences only once funds have cleared in the Agency’s account.
2.5 Late Payments & Penalties: Invoices are payable within 7 calendar days of issue. Late payments will incur the following:
3.1 Standard Revisions: Unless otherwise stated in the proposal, the Client is entitled to two (2) rounds of revisions per project phase.
3.2 Scope Changes: Any requests for changes, features, or revisions beyond the initial agreed scope or exceeding the standard revision limits will be billed separately at the Agency’s standard hourly rate of R300/hour, or via a newly issued quotation.
3.3 Client Obligations: The Client agrees to provide clear briefs and supply all required materials (text, high-resolution images, brand assets, passwords) within agreed timeframes.
3.4 Client Delays & Dormancy: The Client must approve or reject deliverables within 5 working days of submission. If the Client fails to provide necessary feedback or content for more than 14 consecutive days, the project will be placed on hold. A reactivation fee may apply. If a project is delayed by the Client for more than 30 days, the Agency reserves the right to invoice for all work completed up to that date.
4.1 Client Cancellation: Should the Client cancel a project at any stage after commencement:
4.2 Agency Termination: The Agency reserves the right to terminate this Agreement immediately and without penalty if the Client:
4.3 Post-Termination: Upon termination by either party, all project files, code, and intellectual property remain the exclusive property of the Agency until all outstanding invoices are settled in full.
5.1 Ownership Prior to Payment: All creative works, code, strategies, design concepts, and brand assets remain the exclusive intellectual property of the Agency until the Client has paid the final invoice in full.
5.2 Rights Upon Full Payment: Once full payment is received, the Client is granted:
5.3 Portfolio Rights: The Agency retains the irrevocable right to use the completed project, preliminary designs, and performance metrics as case studies and portfolio pieces for marketing purposes, unless the Client formally requests a Non-Disclosure Agreement (NDA) or opts out in writing prior to project commencement.
6.1 Platform Dependencies: The Agency frequently utilizes third-party tools and platforms (e.g., WordPress, Shopify, Meta Ads, Google Ads). The Agency cannot be held responsible for:
6.2 Client Misuse: The Agency holds no liability for broken layouts, website downtime, or campaign failures caused by the Client or their staff altering settings, code, or plugins post-handover.
6.3 Licensing Fees: Premium software, plugin licenses, domain renewals, hosting, and stock asset fees are not included in standard service fees unless explicitly stated. These will be billed to the Client separately.
7.1 No Guarantee of Results: While the Agency employs industry best practices, digital marketing (including SEO, social media, and paid ads) is subject to market variables. The Agency makes no warranties or guarantees regarding specific financial ROI, sales volumes, search engine rankings, or lead generation.
7.2 Limitation of Liability: The Agency shall under no circumstances be liable for any indirect, consequential, or special damages, including loss of profits, missed sales, or reputational damage arising from the use of our services. In all cases, the Agency’s total liability shall never exceed the total amount paid by the Client for the specific service in question during the preceding 3 months.
7.3 Indemnification: The Client indemnifies and holds the Agency harmless against any claims, legal actions, copyright infringements, or damages resulting from:
8.1 Data Protection: The Agency complies with the South African Protection of Personal Information Act (POPIA). We will not sell, distribute, or unlawfully process any personal or business data.
8.2 Credentials: All passwords, login credentials, and sensitive data provided by the Client will be stored securely, used solely for project delivery, and deleted upon project conclusion or Client request.
8.3 Confidentiality: Both parties agree to maintain the strict confidentiality of any proprietary business information shared during the engagement.
9.1 All content, layouts, branding, case studies, and code on the Agency’s website are protected by copyright law and may not be reproduced, scraped, or repurposed without written permission.
9.2 Any attempt to maliciously interfere with, hack, or gain unauthorized access to the Agency’s digital infrastructure will result in immediate legal action.
The Agency shall not be held in breach of this Agreement nor liable for any delay or failure to perform its obligations if such delay or failure results from events, circumstances, or causes beyond its reasonable control, including but not limited to acts of God, prolonged power outages (load shedding), internet infrastructure failures, or government restrictions.
11.1 Official Channels: All official project-related communication, approvals, and instructions must be documented via:
11.2 Record Keeping: The Client consents to WhatsApp and digital communications being recorded and archived for project tracking, quality assurance, and dispute resolution.
12.1 Jurisdiction: This Agreement shall be governed by and construed in accordance with the laws of the Republic of South Africa.
12.2 Dispute Process: In the event of a dispute, both parties agree to first attempt to resolve the matter amicably in writing. Should no resolution be reached within 14 calendar days, the dispute may be referred to formal mediation or litigation within the jurisdiction of a competent South African court.
12.3 Severability: If any provision of this Agreement is found to be invalid or unenforceable by a court of law, the remaining provisions shall remain in full force and effect.
This document, alongside any signed proposal or quotation, constitutes the entire agreement between the Client and the Agency. The Agency reserves the right to update or amend these Terms and Conditions at any time. Updated terms will be published on this website and will apply to all subsequent work or ongoing retainers.
