Welcome to Kythe Creative (Pty) Ltd (“Kythe Creative,” “we,” “us,” or “our”). These Terms of Service (“Terms”) govern the provision of podcast and video production services by Kythe Creative to our clients (“Client,” “you,” or “your”) under any Master Creative Services Agreement, Project Order, or other contract entered into with us. By engaging our services, you agree to be bound by these Terms, which are governed by the laws of the Republic of South Africa.
1. Definitions
- Client Content: All materials, information, photography, video, audio, writings, or other creative content provided by you for use in our deliverables.
- Deliverables: The services and work products (e.g., podcasts, videos, visual designs) specified in the Project Order, delivered in the agreed form and media.
- Final Deliverables: The final versions of deliverables provided by us and accepted by you.
- Preliminary Works: Concepts, sketches, or preliminary designs developed by us that do not form part of the Final Deliverables.
- Third Party Materials: Proprietary third-party materials (e.g., stock footage, music) incorporated into the Final Deliverables.
2. Services and Project Orders
- Scope: Kythe Creative provides podcast, video production and photography services, including pre-production, production, post-production, and strategic distribution, as detailed in the Project Order. Services may include visual design, audio production, editing, and content strategy for platforms like YouTube, Spotify, or social media.
- Project Order: Each project is governed by a Project Order specifying the scope, deliverables, timeline, and fees. The Project Order is subject to these Terms and the Master Creative Services Agreement (if applicable).
- Timeline: You agree to provide feedback or approvals within three (3) business days of our request. Delays in feedback may result in additional fees or revised deadlines, as agreed in writing.
- Changes: Changes to the scope may incur additional fees at our standard hourly rate (available upon request). Significant changes (exceeding 50% of the project scope) require a new Project Order.
3. Payment Terms
- Fees: You agree to pay fees as outlined in the Project Order, typically structured as:
- Retainer Clients: 50% deposit for production services, with the remaining 50% due within 7 days post-production; post-production services due upfront or by month-end (approved cases).
- Ad-Hoc Projects: 50% deposit on confirmation, 25% at revision start, 25% at final handover.
- Expenses: You will reimburse us for reasonable out-of-pocket expenses (e.g., stock footage licenses, travel costs) incurred with your prior approval, capped at an agreed amount in the Project Order.
- Late Payments: Payments overdue by 28 days incur interest at the prevailing First National Bank (FNB) overdraft rate plus 7% per annum (capped at 24% p.a.), compounded monthly, until settled.
- Non-Payment: We reserve the right to withhold deliverables until full payment is received. Accounts unpaid after 60 days may be escalated for debt recovery under South African law.
- Taxes: All fees exclude Value Added Tax (VAT), which will be added as required by South African law.
4. Intellectual Property
- Ownership of Final Deliverables: Upon full payment, we assign to you all copyrights in the Final Deliverables (e.g., final podcast episodes, videos). We will provide working files and cooperate with any documentation to evidence this assignment, with you reimbursing our reasonable costs.
- Client Content: You retain ownership of all Client Content (e.g., scripts, logos) and grant us a non-exclusive, non-transferable license to use it solely for delivering services and promotional purposes as allowed.
- Third Party Materials: You are responsible for licensing any third-party materials (e.g., music, stock footage) unless we procure them on your behalf with your approval. You indemnify us against claims arising from your failure to secure such licenses.
- Preliminary Works and Tools: We retain all rights to preliminary works (e.g., drafts, sketches) and our proprietary tools (e.g., editing software, templates). You must return preliminary works within 30 days of project completion.
- Portfolio Use: We may showcase Final Deliverables in our portfolio, website, or promotional materials unless you object in writing.
5. Client Responsibilities
You agree to:
- Provide Client Content in a suitable format without delay.
- Ensure Client Content is accurate, legal, and does not infringe third-party rights.
- Review and approve deliverables within three (3) business days.
- Comply with licensing agreements for third-party materials.
6. Confidentiality
Both parties agree to treat project-related information as confidential, except for information in the public domain or required by law. We may use non-confidential project details for promotional purposes unless you object in writing.
7. Warranties and Indemnities
- By Client: You warrant that you own or have rights to use Client Content, that it is accurate and legal, and that it does not infringe third-party rights. You indemnify us against claims arising from breaches of these warranties.
- By Kythe Creative: We warrant that our services will be performed professionally and that, to our knowledge, Final Deliverables (excluding Client Content and third-party materials) do not infringe third-party rights. We make no other warranties, express or implied.
- Limitation of Liability: Our liability is limited to the net fees paid for the project. We are not liable for indirect, consequential, or incidental damages, including lost profits or business interruption.
8. Termination
- Termination: Either party may terminate a Project Order with written notice or for cause (e.g., insolvency, material breach not remedied within 10 days).
- Effect of Termination: Upon termination, you will pay for services rendered up to the termination date, plus any approved expenses. If you terminate for convenience, an additional 10% of the total project fee applies. Upon full payment, you receive rights to deliverables accepted as of termination, per Section 4.
- Survival: Confidentiality, intellectual property, and liability provisions survive termination.
9. Debt Recovery
If an account remains unpaid 60 days after the invoice due date, we may pursue debt recovery under South African law, which may include:
- Issuing a Letter of Demand or Section 129 Notice (per the NCA).
- Filing a summons in the Magistrates’ Court or High Court.
- Enforcing judgments via warrants of execution, garnishee orders, or other legal remedies. You will be responsible for reasonable legal and collection costs, as permitted by law.
10. Governing Law and Dispute Resolution
- These Terms are governed by the laws of the Republic of South Africa.
- Disputes will be resolved in good faith through negotiation. If unresolved, parties may pursue mediation or litigation in South African courts. The prevailing party may recover reasonable legal costs.
11. General
- Modification: Changes to these Terms must be in writing and signed by both parties.
- No Assignment: Neither party may assign rights or obligations without written consent, except in the case of a business sale.
- Force Majeure: We are not liable for delays due to events beyond our control (e.g., natural disasters, government orders).
- Severability: If any provision is invalid, the remaining provisions remain in effect.
- Entire Agreement: These Terms, along with any Project Order or Master Creative Services Agreement, constitute the entire agreement between us.
Contact Us
For questions about these Terms, contact us at:
Kythe Creative (Pty) Ltd
www.kythecreative.co.za
Email: info@kythecreative.co.za
Phone: 074 179 4545
Last Updated: July 2025