Terms of Service

1. Introduction

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client", "you", or "your") and Digiholix ("we", "us", or "our"), a digital services company operating under the domain digiholic.co.za, with its place of business at 5 Allegro Cl, Langeberg Ridge, Durbanville, 7550, South Africa.

By accessing or using our website, submitting an enquiry, engaging our services, or entering into a project agreement with us, you confirm that you have read, understood, and agree to be bound by these Terms. If you do not agree with any part of these Terms, you should not use our website or engage our services.

These Terms apply alongside any written project proposal, scope of work, or service agreement we issue to you for a specific engagement. In the event of any conflict between a specific project agreement and these Terms, the project agreement will take precedence in respect of that specific project.

2. Services

Digiholix provides a range of professional digital services to businesses and entrepreneurs, including but not limited to:

• AI Media Production: Creation of AI-generated and AI-enhanced visual content, video, and multimedia assets.
• Video Editing: Professional editing, post-production, and delivery of video content.
• Marketing Consulting: Strategy development, campaign management, performance analysis, and growth advisory services.
• Custom Software Development: Design and development of bespoke web applications, tools, and digital systems.
• Sales Acceleration: Frameworks, systems, and tooling designed to improve sales conversion and pipeline performance.

All services are delivered on a project basis. The specific deliverables, timelines, and terms applicable to your engagement will be set out in a written project proposal or scope of work document provided to you prior to commencement.

We reserve the right to decline any project enquiry at our discretion, including where a project falls outside our areas of expertise or where accepting the engagement would create a conflict of interest.

3. Pricing & Payment

Published prices: Certain services offered by Digiholix have set, published pricing as displayed on our website or in our service packages. These prices are inclusive of the scope described and are subject to change at our discretion.

Custom quotes: For services where the scope, complexity, or client-specific requirements make a fixed price impractical, we will provide a written quotation tailored to your project. Quotations are valid for 14 calendar days from the date of issue. After this period, the quote may be revised to reflect any changes in pricing, resource availability, or project scope.

Payment terms: Unless otherwise agreed in writing, the following payment structure applies to all project engagements:

• 50% deposit is due before work commences on any project. Work will not begin until the deposit is received and cleared.
• 50% balance is due upon completion and delivery of the agreed deliverables, prior to the final handover of files, assets, or access.
• Alternative payment milestones may be agreed for larger or longer-term projects and will be set out in the project agreement.

All prices are quoted and payable in South African Rand (ZAR) unless expressly stated otherwise in writing. Digiholix reserves the right to charge interest on overdue amounts at the rate provided for under the National Credit Act or applicable law.

4. Project Scope & Delivery

The scope of each project — including deliverables, timelines, milestones, and technical specifications — will be defined in a written project proposal or scope of work document agreed upon by both parties before work commences.

Scope changes: Any changes to the agreed scope, including additions, modifications, or removals of deliverables, must be requested in writing. Scope changes may affect the project timeline, cost, or both. We will provide a written change request or addendum reflecting the impact of the change, which must be approved and signed off by the client before revised work begins.

Client responsibilities in delivery: Timely delivery of our services is dependent on the client providing the necessary materials, access, approvals, and feedback within the agreed timeframes. If delays arise due to the client's failure to provide required inputs, Digiholix reserves the right to adjust the project timeline accordingly, and such delays will not constitute a breach of our obligations.

Revision rounds: Unless otherwise stated in the project proposal, a reasonable number of revision rounds is included as part of the project scope. Additional revisions beyond the agreed number may be billed at our standard hourly or day rate.

5. Intellectual Property

Client ownership upon full payment: Upon receipt of full and final payment for a project, Digiholix assigns to the client full ownership of the final deliverables created specifically for that project. This includes, for example, final video files, custom software code, designed assets, and written content — as described in the project scope.

Portfolio rights: Unless the client expressly requests otherwise in writing prior to project commencement, Digiholix retains the right to display completed work in its portfolio, on its website, and in marketing materials as an example of our capabilities.

Pre-existing and background IP: Any intellectual property, tools, frameworks, processes, templates, or methodologies that Digiholix developed independently of the client engagement ("background IP") remain the sole property of Digiholix. Where background IP is incorporated into client deliverables, Digiholix grants the client a perpetual, non-exclusive licence to use that background IP as part of the deliverable, but not to resell, sublicense, or distribute the background IP separately.

Third-party licences: Some deliverables may incorporate third-party assets, fonts, stock footage, software libraries, or other materials that are subject to their own licences. Digiholix will inform the client of any such dependencies and the client is responsible for ensuring compliance with the relevant third-party licence terms.

6. Client Responsibilities

To enable Digiholix to deliver services effectively, the client agrees to:

• Provide accurate information: Supply complete, accurate, and up-to-date information required for the project, including brand assets, access credentials, business information, and any other materials specified in the project proposal.
• Timely feedback and approvals: Respond to requests for feedback, approvals, or sign-off within the timeframes agreed in the project proposal or within a reasonable time where no timeframe has been specified. Delays caused by late feedback may impact project timelines.
• Provide necessary access: Grant Digiholix access to any platforms, systems, accounts, or third-party services required to complete the project, as agreed in the scope of work.
• Lawful use of deliverables: Ensure that deliverables received from Digiholix are used in a lawful manner and do not infringe the rights of any third party. The client indemnifies Digiholix against any claims arising from the client's use of deliverables in an unlawful manner.
• Content clearance: Where the client supplies content (including images, video, audio, or text) for inclusion in deliverables, the client warrants that they hold the necessary rights or licences to use that content.

7. Confidentiality

Both Digiholix and the client agree to keep confidential any proprietary or sensitive information disclosed by the other party in the course of the engagement ("Confidential Information"). Confidential Information includes, but is not limited to, business strategies, pricing, financial information, technical processes, client data, and project details.

Each party agrees to:

• Use Confidential Information only for the purposes of the project engagement;
• Not disclose Confidential Information to any third party without the prior written consent of the disclosing party, except to employees or contractors with a genuine need to know who are bound by equivalent confidentiality obligations;
• Take reasonable steps to protect Confidential Information from unauthorised disclosure or misuse.

These confidentiality obligations do not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was already known to the receiving party prior to disclosure; (c) is independently developed by the receiving party without reference to the Confidential Information; or (d) is required to be disclosed by law or a competent authority, provided reasonable prior notice is given to the disclosing party where permitted.

Confidentiality obligations survive the termination or conclusion of any project engagement for a period of three (3) years.

8. Limitation of Liability

Cap on liability: To the maximum extent permitted by applicable South African law, Digiholix's total liability to the client in connection with any project — whether arising in contract, delict, or otherwise — is limited to the total fees actually paid by the client to Digiholix for the specific project giving rise to the claim.

Exclusion of indirect losses: Digiholix will not be liable for any indirect, consequential, special, incidental, or punitive damages, including but not limited to loss of profits, loss of revenue, loss of data, loss of business opportunities, or reputational harm — even if Digiholix has been advised of the possibility of such damages.

Third-party platforms: Digiholix is not liable for failures, outages, policy changes, or any other disruptions caused by third-party platforms, tools, or services (including but not limited to social media platforms, advertising networks, cloud providers, or payment processors), even where such platforms are used as part of a client project.

Nothing in these Terms excludes or limits liability for fraud, gross negligence, or wilful misconduct, or any other liability that cannot be excluded or limited under South African law.

9. Cancellation & Refunds

Client cancellation: The client may cancel a project at any time by providing written notice to Digiholix at hello@digiholic.co.za. Upon cancellation:

• All work completed up to the date of cancellation notice is payable by the client at the project rate or as calculated on a pro-rata basis.
• The initial deposit paid is non-refundable in all circumstances, as it covers resource allocation, project planning, and any preliminary work undertaken.
• Any deliverables completed and paid for up to the point of cancellation will be provided to the client.

Digiholix termination: Digiholix reserves the right to terminate a project engagement with immediate effect in the event that the client: (a) breaches any material term of these Terms or the project agreement and fails to remedy such breach within 7 days of written notice; (b) becomes insolvent or enters into business rescue proceedings; or (c) acts in a manner that is abusive, harmful, or unlawful toward Digiholix or its team.

In the event of termination by Digiholix due to client breach, all amounts owed for work completed to the termination date are immediately due and payable.

10. Warranties & Disclaimers

Our warranty: Digiholix warrants that all services will be performed with reasonable professional skill and care, consistent with industry standards for digital services in South Africa.

Third-party platform disclaimer: Where our services involve the use of third-party platforms, tools, or technologies (including advertising platforms, social media, software-as-a-service tools, and AI services), these are provided "as is" by their respective owners. We make no warranties as to the availability, reliability, or continued performance of third-party platforms and are not responsible for any changes in their features, terms, or pricing.

No guarantee of outcomes: While we bring expertise and best practices to every engagement, we make no guarantee of specific business outcomes, including but not limited to: revenue increases, improvements in search engine rankings, advertising return on investment, sales conversion rates, or audience growth. Business results depend on many factors outside our control, including market conditions, the client's own execution, and the actions of third parties.

Website accuracy: We strive to ensure that information on our website is accurate and current, but we make no representations or warranties as to the completeness, accuracy, or fitness for purpose of any website content.

11. Governing Law & Dispute Resolution

These Terms and any project agreements entered into with Digiholix are governed by and construed in accordance with the laws of the Republic of South Africa, without regard to conflict of law principles.

In the event of any dispute arising from or in connection with these Terms or any project engagement, the parties agree to attempt to resolve the matter through the following process:

• Step 1 — Negotiation: The parties will first attempt to resolve the dispute through good-faith negotiation between their respective representatives within 14 days of the dispute being raised in writing.
• Step 2 — Mediation: If negotiation fails to resolve the dispute within the 14-day period, either party may refer the matter to mediation through a mutually agreed mediator. The costs of mediation will be shared equally between the parties unless otherwise agreed.
• Step 3 — Litigation: If mediation is unsuccessful or is declined by either party, the dispute may be referred to the courts of the Western Cape Division of the High Court of South Africa, which jurisdiction both parties hereby consent to.

Nothing in this clause prevents either party from seeking urgent interim relief from a competent court where the circumstances so require.

12. Changes to These Terms

We reserve the right to update or amend these Terms of Service at any time. When we do, we will update the "Last updated" date at the top of this page. Material changes that affect existing client engagements will be communicated to active clients by email where reasonably practicable.

Your continued use of our website or engagement of our services following any update to these Terms constitutes your acceptance of the revised Terms. If you do not agree to the updated Terms, you should discontinue use of our website and services and notify us in writing.

We recommend that you review these Terms periodically to stay informed of any changes. The most current version of these Terms will always be available at digiholic.co.za/terms.

13. Contact

If you have any questions about these Terms of Service, wish to discuss a project engagement, or need to contact us regarding a dispute or concern, please reach out to us using the details below:

Digiholix
Email: hello@digiholic.co.za
Address: 5 Allegro Cl, Langeberg Ridge, Durbanville, 7550, South Africa
Website: digiholic.co.za

We aim to respond to all written enquiries within 2 business days.