Terms of Service *
TERMS OF ENGAGEMENT
1.1. The Terms of Engagement constitute the agreement between (“the client”) and Lucentlands.
1.2. This document manages the rights and obligations between the parties in which Lucentlands provides Content and Media services (described in Annexure 1) as per client requirements.
2.1. Lucentlands shall perform its services to the best of its abilities so to protect and preserve the client’s business, name, reputation, brand, and goodwill.
2.2. Lucentlands shall exercise due care, diligence, and skill in all aspects of the provision of its services.
2.3. Lucentlands shall promptly and lawfully carry out reasonable instructions in relation to the conduct of the services.
2.4. If Lucentlands is unable to perform its services timeously due to matters beyond Lucentlands control, Lucentlands shall inform the client as soon as possible and make the best alternative arrangement/s.
2.5. Lucentlands relies on the client to supply all necessary information and documentation in terms of the workflow so as to avoid any unnecessary delays.
3. COMMENCEMENT AND PAYMENT TERMS
3.1. The project shall commence upon receipt of the signed engagement letter and payment of a 50% deposit in to the nominated Lucentlands bank account.
3.2. Balance of payment of 50% is due within 2 (two) working days of the final product being declared ready for delivery by Lucentlands.
3.3. Ownership of all media produced remains the property of Lucentlands until full payment has been received.
3.4. Upon delivery of completed production to client, Lucentlands will complete a maximum of 2 (two) revisions of the production upon request by the Client.
4. COPYRIGHT AND OWNERSHIP
4.1. Upon payment of the quoted amount, Lucentlands shall assign all rights including copyrights, to the work delivered to the Client in final form.
4.2. All material recorded during the production process of the media production that is not used in the final delivered product, remains the property of Lucentlands, to be utilised at its own discretion.
4.3. Lucentlands may not be held liable for any claims relating to material that has been assigned to the client, including copyright, that is repurposed by the client for advertising purposes.
5.1. Should Lucentlands be required to bring legal proceedings against the client, to recover amounts owed to Lucentlands, the client shall be responsible for the payment all costs incurred in collecting payment.
6. LIMITATION OF LIABILITY
6.1. The Client hereby waives any claim of whatsoever nature (including but not limited to) damages, loss, interest, costs, expenses or otherwise arising whether in contract or in delict or otherwise which the Client may have against Lucentlands by reason of any negligent (including grossly negligent) act or omission on the part of Lucentlands.
6.2. The Client hereby indemnifies Lucentlands against any claim of whatsoever nature (including but not limited to) damages, loss, interest, costs, expenses or otherwise arising whether in contract or in delict or otherwise, that may be made against it/them by any third party as a result of any work done, or omitted to be done, whether negligently (including gross negligence) or in breach of obligations to the Client or otherwise.
7. PROTECTION OF PERSONAL INFORMATION
7.1. The Client hereby acknowledges and agrees that, for the duration of this Agreement, Lucentlands may be required to collect and process personally identifiable information about the Client, or its employees, which may be used in connection with this Agreement in order to provide the Services or comply with its legal obligations and to protect Lucentlands legitimate business interests.
7.2. The Client shall ensure that it has procured the consent of any person whose personally identifiable information shall be provided to Lucentlands to such transfer and hereby indemnifies Lucentlands to the fullest extent permitted by law to the extent that any claim is brought by any person against Lucentlands.
8.1. Each Party shall keep confidential and shall not, without the prior written consent of the other Party, disclose to any person:
8.1.1. the details of this Agreement; or
8.1.2. information relating to the business or the operations and affairs of the Parties which are not in the public domain including but not limited to customer lists, pricing data, supply sources, techniques, computerized data, maps, methods, product design information, market information, technical information, benchmarks, performance standards, trade secrets, inventions, patents, and/or copyrighted materials.
8.2. The provisions of this clause 8 shall not preclude any Party from making any disclosure:
8.2.1. which it is required to make under the Applicable Laws.
8.3. The provisions of this clause 8 shall survive the termination of this Agreement for any reason whatsoever.
9. FORCE MAJEURE
9.1. If Lucentlands is prevented from carrying out all or any of its obligations in terms of the agreement due to an event beyond its control, Lucentlands shall be relieved of its obligations for performance, as well as the damage the client may suffer due to such delay in performance, provided that written notice be given of any such inability to perform.
10. WHOLE AGREEMENT
10.1 The agreement makes up the whole agreement between Parties.
10.2 Lucentlands nor the client is legally obliged to comply with any express or implied term, condition, undertaking or warranty not recorded in this agreement.
11.1. No variation of this agreement shall be of any force or effect unless it is reduced to writing and signed by an authorised representative of Lucentlands or the client.
12.1. The client acknowledges that each clause of this Agreement is separate.
12.2. If any clause of this agreement is or becomes illegal, invalid, or unenforceable for any reason, it will be treated as if it had not been written. The remainder of the agreement remains valid and in force.
13. APPLICABLE LAW
13.1. This Agreement shall be governed, interpreted, and implemented in accordance with the laws of South Africa.
The client acknowledges and confirms that they have read and understood all the terms and conditions in this agreement.
SCOPE OF SERVICES AS PER QUOTATION: