Last updated: 18.03.2026

CLIENT SERVICES AGREEMENT

Terms & Conditions governing all services provided by Bold Finch (Pty) Ltd

Version 1.0   Effective: March 2026   Governing Law: Republic of South Africa

These terms and conditions (“Agreement”) govern all marketing and digital marketing services provided by Bold Finch (Pty) Ltd to its clients. By signing, accepting, or approving any quotation issued by Bold Finch, you (“Client”) agree to be bound by this Agreement. This Agreement is incorporated by reference into every Accepted Quotation issued by Bold Finch.

 

SECTION 1

DEFINITIONS

“Bold Finch” / “Service Provider”

Bold Finch (Pty) Ltd, registration number 2025/764597/07, a private company incorporated in the Republic of South Africa.

“Client”

The individual, company, or entity that has accepted a Quotation issued by Bold Finch.

“Accepted Quotation” / “Statement of Work”

A quotation issued by Bold Finch that has been signed or expressly approved by the Client. Each Accepted Quotation constitutes the specific statement of work for the relevant engagement and is incorporated into, and governed by, this Agreement.

“Services”

All marketing, digital marketing, social media management, content creation, graphic design, brand identity, website services, and related professional services described in an Accepted Quotation.

“Deliverables”

Any work product, content, designs, files, or materials created or produced by Bold Finch in the course of providing the Services.

“Fee”

The amount payable by the Client for the Services, as set out in the applicable Accepted Quotation.

“Intellectual Property” / “IP”

All copyright, designs, trademarks, and other proprietary rights in and to the Deliverables.

“POPIA”

The Protection of Personal Information Act 4 of 2013.

“CPA”

The Consumer Protection Act 68 of 2008.

“ECTA”

The Electronic Communications and Transactions Act 25 of 2002.

 

SECTION 2

FORMATION & ACCEPTED QUOTATIONS

2.1  This Agreement is formed when the Client signs or expressly approves an Accepted Quotation, whether by wet signature, electronic signature, written email approval, or any other method permitted under ECTA.

2.2  Each Accepted Quotation sets out the scope of Services, Fees, timelines, and any engagement-specific terms applicable to that project. In the event of a conflict between an Accepted Quotation and this Agreement, the terms of this Agreement prevail unless the Accepted Quotation expressly states otherwise in writing.

2.3  Quotations are valid for 14 (fourteen) calendar days from the date of issue, unless otherwise stated. Bold Finch reserves the right to withdraw or revise a quotation prior to its acceptance.

2.4  Any changes to the agreed scope of work must be agreed in writing by both parties before Bold Finch commences any additional or amended work. Bold Finch may issue a revised or supplementary quotation for such changes.

 

SECTION 3

SERVICES & CLIENT OBLIGATIONS

3.1  Bold Finch will perform the Services with reasonable skill, care, and diligence in accordance with the Accepted Quotation and applicable South African professional standards.

3.2  The Client shall:

(a)  supply all required brand assets, logos, brand guidelines, written briefs, images, and any other materials necessary for Bold Finch to perform the Services within reasonable timelines agreed between the parties;

(b)  provide timely, clear, and consolidated feedback and approvals within the turnaround periods agreed in the Accepted Quotation or as reasonably requested by Bold Finch;

(c)  appoint a single point of contact who has authority to give approvals and instructions on behalf of the Client; and

(d)  ensure that any content, materials, or information provided to Bold Finch does not infringe the intellectual property, privacy, or other rights of any third party.

3.3  Bold Finch is not liable for delays in delivery of Deliverables caused by the Client’s failure to supply materials, approvals, or instructions on time. Where such delays occur, Bold Finch may adjust agreed timelines accordingly.

3.4  Once the Client approves content for publication, Bold Finch shall not be liable for any consequence arising from published content that the Client has approved, including content that may not fully align with industry standards or the Client’s later expectations.

3.5  Performance Disclaimer.  While Bold Finch applies best practices in all Services, it does not guarantee specific social media performance results, follower growth, leads, or sales. Outcomes depend on platform algorithms, market conditions, content quality, audience engagement, and (where applicable) advertising spend, all of which are beyond Bold Finch’s control.

 

SECTION 4

FEES, INVOICING & PAYMENT

4.1  The Client shall pay the Fees as set out in the Accepted Quotation. All amounts are quoted in South African Rand (ZAR) and, where applicable, are exclusive of VAT.

Payment Schedule Monthly / Retainer Engagements 4.2  Where Services are provided on a recurring monthly basis, the monthly Fee is due and payable no later than the 25th of each calendar month for the following month’s Services. Bold Finch will issue an invoice or reminder statement no later than the 20th of the preceding month.   Once-Off / Project Engagements 4.3  Where Services are provided on a once-off or project basis, the Client shall pay a deposit of 50% (fifty percent) of the total Fee prior to Bold Finch commencing any work. The remaining 50% balance is due and payable upon completion of the Services and prior to the release or delivery of final Deliverables.   Hourly Engagements 4.4  Where Services are billed at an hourly rate, Bold Finch will submit a time record and invoice at the end of each calendar month or as otherwise agreed in writing. Payment is due within 7 (seven) business days of the invoice date.

 

4.5  The Client shall submit proof of payment to Bold Finch promptly upon processing payment. Banking details are provided on each quotation and invoice. Bold Finch is not liable for payments made to incorrect accounts where the Client has not verified banking details directly with Bold Finch before payment.

4.6  All fees are non-refundable once work has commenced, except where Bold Finch has materially failed to perform the Services and has been given reasonable written notice and opportunity to remedy such failure.

 

SECTION 5

DEFAULT & CONSEQUENCES OF NON-PAYMENT

5.1  Late Payment Interest.  If the Client fails to pay any amount by the due date, Bold Finch may charge interest on the outstanding amount at a rate of 2% (two percent) per month, compounded monthly, from the due date until the date of actual payment in full, without further notice or demand being required.

5.2  Suspension of Services.  Bold Finch reserves the right to suspend all Services immediately and without liability upon written notice (which may be by email) to the Client if any payment remains outstanding for more than 5 (five) business days after the due date. Services will resume only once all outstanding amounts, including any accrued interest, have been paid in full.

5.3  Withholding of Deliverables.  Bold Finch shall have no obligation to release, deliver, publish, or transfer any Deliverables — whether final, draft, or in-progress — to the Client until all outstanding Fees have been paid in full. This applies equally to Deliverables that have been presented, demonstrated, or shared for review purposes.

5.4  Prohibition on Unauthorised Use.  The Client is expressly prohibited from using, reproducing, adapting, publishing, distributing, or exploiting any Deliverables — including designs, logos, artwork, written content, social media content, presentations, or digital files — that have been shown, presented, or shared with the Client in draft or final form, unless and until full payment of all applicable Fees has been received by Bold Finch. Any use of Deliverables in breach of this clause constitutes infringement of Bold Finch’s intellectual property rights and may result in legal action.

5.5  Termination for Non-Payment.  If any outstanding amount remains unpaid for more than 20 (twenty) business days after the due date, Bold Finch may, in addition to any other rights available to it, terminate this Agreement and the applicable Accepted Quotation on 5 (five) business days’ written notice to the Client. Upon termination, all outstanding Fees and interest become immediately due and payable.

5.6  Collection Costs.  In the event that Bold Finch is required to take steps to recover any outstanding amounts — whether through demand, negotiation, or legal proceedings — the Client shall be liable for all reasonable costs incurred by Bold Finch in doing so, including attorney and own-client costs.

 

SECTION 6

INTELLECTUAL PROPERTY & OWNERSHIP

6.1  All Deliverables, including all underlying designs, concepts, drafts, source files, and creative works, remain the exclusive intellectual property of Bold Finch until the Client has paid all applicable Fees in full.

6.2  Upon receipt of full payment, Bold Finch grants the Client a full, irrevocable, royalty-free assignment of all intellectual property rights in the final Deliverables created specifically for the Client under the relevant Accepted Quotation. This assignment applies to the final agreed deliverables only and not to preliminary concepts, draft designs, or unused creative work.

6.3  Bold Finch retains the right to use any completed Deliverables for portfolio, marketing, and promotional purposes, unless the Client expressly requests confidentiality in writing at the time of engagement.

6.4  Any third-party materials incorporated into Deliverables (such as licensed stock photography, fonts, or software) remain subject to the terms of their respective third-party licences. Bold Finch will notify the Client of any material third-party licensing costs that may apply.

6.5  The Client warrants that any materials, brand assets, or instructions provided by the Client do not infringe any third-party intellectual property rights. The Client indemnifies Bold Finch against any claims arising from such materials.

 

SECTION 7

CONFIDENTIALITY

7.1  Each party agrees to keep confidential all non-public information of the other party obtained in connection with this Agreement (“Confidential Information”), and not to disclose such information to any third party without prior written consent.

7.2  Confidential Information does not include information that: (a) is or becomes publicly available through no breach of this Agreement; (b) is independently developed by the receiving party; or (c) is required to be disclosed by law or court order, provided that reasonable prior written notice is given where lawfully permitted.

7.3  This confidentiality obligation survives termination or expiry of this Agreement for a period of 2 (two) years.

 

SECTION 8

PROTECTION OF PERSONAL INFORMATION (POPIA)

8.1  Both parties shall process any personal information shared in connection with this Agreement in compliance with POPIA and any applicable data protection legislation.

8.2  Bold Finch will only collect and use personal information that is necessary for the performance of the Services and will not share such information with third parties without the Client’s consent, except where required by law.

8.3  Where the Client provides Bold Finch with personal information relating to the Client’s own customers or employees, the Client confirms that it has the necessary consent or legal basis to share such information, and indemnifies Bold Finch against any claims arising from the Client’s failure to comply with POPIA.

8.4  Bold Finch’s Information Officer can be contacted at jess@boldfinch.co.za for any POPIA-related queries or requests.

 

SECTION 9

LIMITATION OF LIABILITY

9.1  Bold Finch’s total aggregate liability to the Client under or in connection with this Agreement shall not exceed the total Fees actually paid by the Client to Bold Finch in the 3 (three) months immediately preceding the event giving rise to the claim.

9.2  In no event shall Bold Finch be liable for any indirect, consequential, special, or punitive damages, including but not limited to loss of profit, loss of business, loss of reputation, or loss of data, howsoever arising.

9.3  Nothing in this clause limits Bold Finch’s liability for gross negligence or wilful misconduct, or any liability that cannot lawfully be excluded or limited under South African law, including the CPA where applicable.

 

SECTION 10

TERMINATION

10.1  Either party may terminate a monthly or ongoing engagement by providing 30 (thirty) calendar days’ written notice to the other party. During the notice period, the Client remains liable for Fees for all Services rendered.

10.2  Either party may terminate this Agreement with immediate effect upon written notice if the other party commits a material breach that is not remedied within 10 (ten) business days of receiving written notice of the breach.

10.3  Bold Finch may terminate this Agreement immediately without notice if the Client fails to pay in accordance with clause 5.5, becomes insolvent, is placed under business rescue, or commits any act that would constitute a criminal offence.

10.4  Upon termination: (a) all outstanding Fees and interest become immediately due and payable; (b) the Client’s right to use any Deliverables for which full payment has not been received remains suspended; and (c) each party shall return or destroy the other’s Confidential Information on request.

 

SECTION 11

ELECTRONIC COMMUNICATIONS & SIGNATURES

11.1  The parties agree that electronic communications, including email and digital acceptance of quotations, constitute valid and binding agreements in accordance with ECTA.

11.2  An electronic signature, digital signature, or express written email approval on any Accepted Quotation shall be deemed to constitute a valid and binding signature and shall have the same legal effect as a wet-ink signature.

11.3  The Client’s email approval of content, deliverables, or instructions shall be treated as binding approval for all purposes under this Agreement.

 

SECTION 12

GENERAL PROVISIONS

12.1  Governing Law.  This Agreement is governed by the laws of the Republic of South Africa. Any dispute arising from or in connection with this Agreement shall be subject to the exclusive jurisdiction of the High Court of South Africa, KwaZulu-Natal Division, Pietermaritzburg, provided that Bold Finch may elect to enforce any monetary judgment in any court of competent jurisdiction.

12.2  Dispute Resolution.  The parties agree to attempt in good faith to resolve any dispute amicably within 14 (fourteen) calendar days of written notice of the dispute before commencing any legal proceedings. This clause does not prevent either party from seeking urgent injunctive or other interim relief from a court of competent jurisdiction.

12.3  Entire Agreement.  This Agreement, together with each Accepted Quotation, constitutes the entire agreement between the parties and supersedes all prior discussions, negotiations, representations, and agreements. No variation of this Agreement shall be of any force or effect unless agreed in writing and signed by both parties.

12.4  Severability.  If any provision of this Agreement is found to be invalid, unlawful, or unenforceable, it shall be severed to the minimum extent necessary and the remaining provisions shall continue in full force and effect.

12.5  Waiver.  No failure or delay by Bold Finch in exercising any right or remedy shall constitute a waiver of that right or remedy. A waiver of any breach does not constitute a waiver of any subsequent breach.

12.6  Domicilium Citandi et Executandi.  The parties choose as their respective addresses for the service of all legal notices their contact details as set out in the applicable Accepted Quotation. Bold Finch’s address for all purposes is 38 Wild Peach Lane, Victoria Country Club Estate, Montrose, Pietermaritzburg, KwaZulu-Natal, 3201, South Africa.

12.7  Force Majeure.  Neither party shall be in breach of this Agreement for any delay or failure to perform arising from circumstances beyond its reasonable control, including acts of God, government restrictions, power failures, or internet outages, provided that the affected party gives prompt written notice and uses reasonable efforts to mitigate the impact.

12.8  Independent Contractor.  Bold Finch is an independent contractor and nothing in this Agreement creates an employment, agency, joint venture, or partnership relationship between the parties.

12.9  Cession and Assignment.  The Client may not cede or assign any of its rights or obligations under this Agreement without the prior written consent of Bold Finch. Bold Finch may cede or assign its rights to any successor entity or affiliate on written notice to the Client.

Contact Us

If you have any questions about these Terms, please contact us at:
📧 jess@boldfinch.co.za