www.WritersHandStudios.com – Terms of Use and Conditions Introduction

 

  1. Introduction: www.WritersHandStudios.com (from here on known as “WritersHand Studios”), is a web and graphic design service, and online solutions business (found on the “WritersHand Studios Website”, i.e. www.WritersHandStudios.com), located at Flat 1, 3 Belvedere Road, Muizenberg, Cape Town, that offers the design, development, technical support, hosting and consultation of web and graphic design services, as well as business development and marketing consultancy to end users (hereafter known as the “Client”, “User”, “Customer” and/or “Member”).
  2. The Terms of Use and Conditions Agreement (“Agreement”) as described herein set out the legally binding terms for your use of WritersHand Studios’ Services. Therefore, through the use of WritersHand Studios’ Services you agree to be bound by this agreement whether a visitor (which means that you are simply a user browsing WritersHand Studios’ Website) or a member (which means that you are a registered user of WritersHand Studios and their services). The term “User” refers to a member, client or a visitor. Users are only authorised to use the WritersHand Studios’ Services (whether accessed or used as intended) if you agree to abide by all applicable legislation within the jurisdiction of the Republic of South Africa and to this Agreement. It is highly recommended that this Agreement here in be read carefully, saved and printed for reference. If you do not agree to the Terms of Use and Conditions as set out in this Agreement, leave WritersHand Studios’ Website and discontinue any use of the WritersHand Studios’ Services. An indication of acceptance of these Terms of Use will be done during the Registration process of any online or general purchase for products/services.
  3. WritersHand Studios reserves the right to update and change the Terms of Service from time to time without notice. Any new features that augment or enhance the current Service, including the release of new tools and resources, are subject to the Terms of Service. Continued use of the Service after any such changes shall constitute your consent to such changes. You can review the most current version of the Terms of Service at any time at: https://www.writershandstudios.com/terms
  4. Violation of any of the terms below will result in the termination of your Account. While WritersHand Studios prohibits such conduct and Content on the Service, you understand and agree that WritersHand Studios cannot be responsible for the Content posted on the end-user Service and you nonetheless may be exposed to such materials. You agree to use the Service at your own risk.
  5. Please choose wisely and carefully the content and information you intend on providing on WritersHand Studios’ Website and on your end-user Service (i.e. Website, Hosting, etc). The service that you make use of through WritersHand Studios’ Website may not include the following items: any photographs containing nudity, or obscene, lewd, excessively violent, harassing, sexually explicit or otherwise objectionable subject or content matter. However, despite this prohibition, the information provided by other Members (for instance, in their interaction with your end-user service such as your website), may contain inaccurate, inappropriate, offensive or sexually explicit material, products or services, for which WritersHand Studios assumes no responsibility or liability for this material.
  6. WritersHand Studios reserves the right, in its sole and own discretion to restrict, suspend, or terminate your access to all or any part of WritersHand Studios Services at any time, for any or no reason, with or without prior notice, and without liability. WritersHand Studios expressly reserves the right to remove or suspend your service(s) and/or restrict, suspend, or terminate your access to any part of WritersHand Studios’ Services if WritersHand Studios determines, in its own and sole discretion, that a user poses a threat to WritersHand Studios, its Users or other Stakeholders.
  7. This Agreement shall remain in full force and effect while you use WritersHand Studios’ Services or are a Member or Client. You may deactivate your membership at any time, for any reason, by emailing info@WritersHandStudios.com . WritersHand Studios may terminate your Membership at any time, without warning. Even after Membership is terminated, this Agreement will remain in effect.
  8. Use of and Membership in WritersHand Studios Services is void where prohibited. By using WritersHand Studios’ Services, you represent and warrant that (a) all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are 16 years of age or older; and (d) your use of WritersHand Studios’ Services does not violate any applicable law or regulation within the jurisdiction of the Republic of South Africa and it’s courts of law.
  9. WritersHand Studios does not warrant that (i) the service will meet your specific requirements, (ii) the service will be uninterrupted, timely, secure, or error ­free, (iii) the results that may be obtained from the use of the service will be accurate or reliable, (iv) the quality of any products, services, information, or other material purchased or obtained by you through the service will meet your expectations, and (v) any errors in the Service will be corrected timeously.
  10. You expressly understand and agree that WritersHand Studios shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if WritersHand Studios has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the service; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the service; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the service; (v) or any other matter relating to the service.
  11. Account Terms
    1. You must be 18 years or older to use this Service.
    2. You must be a human. Accounts registered by “bots” or other automated methods are not permitted.
    3. You must provide your legal full name as a juristic person, a valid email address, and any other information requested in order to complete the signup process.
    4. You are responsible for maintaining the security of your account and password. WritersHand Studios cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
    5. You are responsible for all Content posted and activity that occurs under your account (even when Content is posted by others who have access to your account).
    6. You may not use the Service for any illegal or unauthorized purpose. You must not, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).
  12. Payments and Refund Terms
    1. There will be no refunds or credits for setup fees, partial months of service, upgrade/downgrade refunds, or refunds for months unused with an open account. In order to treat everyone equally, no exceptions will be made.
      2. All fees are exclusive of Value Added Tax (VAT).
      3. Should you not pay for your monthly subscription (for products/services with a recurring billing cycle or retainer fee), a grace period of 7 days shall apply, with an added suspension fee of 25% of your monthly subscription fee. Should you fail to pay after the grace period provided, your service and account will be cancelled with no option of reactivating it, and a new product/service will have to be purchased.
      4. Members are welcome to upgrade or downgrade their accounts at any time. You will not be charged additional set up fee for this upgrade or downgrade. Upgrades or downgrades may influence the monthly subscription fee in the fee structure will be communicated to the juristic person in writing.
      5. Monthly subscription fees are to be paid by midnight on or before the 28th calendar day of every month, or on/before the 30 day of your billing cycle. Should you not pay by this time, your account and user dashboard will be suspended until such time as you pay for both the service and your 25% suspension service.
      6. Add-on products and plugins can be added and/or deleted at any time. Members will pay an additional immediate fee. This is a once off fee, except where Add-on products are subscription based, or contain a recurring billing cycle.
      7. Bespoke Add-on features and/or Plugins will be quoted upon request and charged separately from your fee. They will not be implemented until payment is received.
    2. Payments Using +One (Plus One) Points:
      1. As a value-added service for clients/customers of WritersHand Studios, a rewards system has been put into place as part of a customer retention policy. These points can be gained through purchasing online products or services on the WHStudios Online Store.
      2. +One (Plus One) Points can only be used as a method of payment for selected services on the WHStudios Online Store, and may not be exchanged for Cash, Credit, or refunded should a client/customer wish to terminate their account with WritersHand Studios. +One (Plus One) Points cannot be used on Retainer Products, Subscriptions or Web Hosting Packages.
      3. WritersHand Studios reserves the right to update, edit, add or remove the accrual structure and policy of +One (Plus One) Points. WritersHand Studios also reserves the right to update the value of +One (Plus One) Points as a method of payment for services, should these points be redeemed against a Customer Order for an Online Purchase on WHStudios Online Store.
      4. The accrual of points may only be gained through a confirmed and completed order that has been paid for on WHStudios Online Store (www.writershandstudios.com). Should the relevant Customer Order be terminated and/or refunded, the accrued points may be deducted from the Customer’s account with WritersHand Studios.
  13. Cancellation and Termination
    1. You are solely responsible for properly cancelling your account, which you can do so by emailing us on info@WritersHandStudios.com
    2. All of your Content will be deleted from the Service upon cancellation. This information cannot be recovered once your account is cancelled.
    3. If you cancel the Service before the end of your current paid up month, your cancellation will take effect immediately on your account, however, you will be granted access to any subscription-based service till the end of your billing cycle.
    4. All cancellations must be done in writing one calendar month in advance. Should a cancellation’s lead time fall within a new billing cycle, you will be charged for the next billing cycle, with access to subscription-based products/services being given till the end of that billing cycle.
    5. WritersHand Studios, in its sole discretion, has the right to suspend or terminate your account and refuse any and all current or future use of the Service, or any other WritersHand Studios service, for any reason at any time. Such termination of the Service will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture and relinquishment of all Content in your Account.
    6. WritersHand Studios reserves the right to refuse service to anyone for any reason at any time.
    7. WritersHand Studios shall not be held liable to and shall not accept any liability, obligation or responsibility whatsoever for any loss or damage arising from your reliance on access or benefits of services which arose out of the suspension or termination of a product/service, whether termination or suspension took place willingly by the customer or unwillingly (such as in the case of an overdue account).
    8. OnlinePress Subscriptions
      1. OnlinePress Packages/Subscriptions represent a full-priced, singular, product/service bundle; with multiple services grouped together; that has been divided up into multiple payments; determined by a customer during checkout. Should an OnlinePress package be terminated by the request of a customer, or by the reasonable determination of WritersHand Studios, then:
        1. The outstanding balance due for the remainder of the payment plan period shall be paid in full within 30 Days of termination being executed.
        2. Any additional products/services linked/associated with the OnlinePress package being cancelled shall also be terminated, and any loss of data, content, access or material shall be forfeit. (WritersHand Studios may not be held liable for the loss as detailed in Termination Clause 7.)
      2. Should a transfer of web hosted content and/or data be requested by the account holder of an OnlinePress Package/Subscription, then WritersHand Studios may perform such a task at a nominal fee or surcharge; however, the balance and/or payment terms of the OnlinePress Package/Subscription shall remain due by the account holder to WritersHand Studios until fully paid for by no later than the Subscription End Date.
      3. Should an OnlinePress account holder wish to cancel an OnlinePress Package, then WritersHand Studios reserves the right to perform such cancellation at a cancellation fee which is no less than 50% of the remaining balance of the respective OnlinePress Package in one payment transaction. Failure to pay a cancellation fee may result in WritersHand Studios declining such cancellation request by the account holder, and therefore the balance owing will remain in full force, and may be subject to interest on the overdue account should it not be settled by the Subscription End Date.
      4. Should an OnlinePress Plan be terminated by WritersHand Studios at the request of the client, or due to default in payment by the client for a period exceeding the reasonable grace period allotted by WritersHand Studios, then:
        1. WritersHand Studios reserves the right to place the “Domain Name”, registered on behalf of the client as part of the OnlinePress Package, on an online auction where it may be sold to the highest bidder, or sold off privately through channels deemed acceptable by WritersHand Studios.
        2. WritersHand Studios reserves the right to re-sell the design of the associated Website and the Design Template through it’s members, clients, customers and/or private channels deemed acceptable by WritersHand Studios, so long as the creative content on the website do not present an infringement of copyright and/or intellectual property rights under the full ownership of the associated website’s previous owner/account holder.
        3. WritersHand Studios also reserves the right to permanently delete the CPanel and Server Information, as well as access to the CPanel and Server Information associated with the Hosting Plan of the OnlinePress Package; and any loss of data, content, access or material shall be forfeit. (WritersHand Studios may not be held liable for the loss as detailed in Termination Clause 7.)
  14. Unlimited Graphic Design Plans
    1. Unlimited Graphic Design Plans/Subscriptions represent a full-priced, singular, product/service bundle; with multiple services grouped together; that has been divided up into multiple payments; determined by a customer during checkout. Should a plan/package be suspended or terminated by the request of a customer, or by the reasonable determination of WritersHand Studios, then:
      1. The outstanding balance due for the remainder of the payment plan period shall be paid in full within 30 Days of termination being executed.
      2. Any additional products/services linked/associated with the Unlimited Graphic Design plan(s)/package(s) being cancelled shall also be terminated, and any loss of data, content, access or material shall be forfeit. (WritersHand Studios may not be held liable for the loss as detailed in Termination Clause 7.)
    2. Only one brand can be assigned to a single Unlimited Graphic Design Plan unless a client has requested and paid for additional brands to be assigned to a plan/package. A client may request the assignment of an additional brand retroactively after they have signed up and paid for an Unlimited Graphic Design Plan. A nominal fee shall apply to any additional brands.
    3. WritersHand Studios and its representatives may refuse a design brief sent from a client for a project which is for a different brand other than the brand assigned to their current Unlimited Graphic Design Plan. Submitting a design brief for another brand is strictly prohibited, and may lead to the suspension of an Unlimited Graphic Design Plan. A client may make alterations to completed design projects at their own discretion once the project status is completed and intellectual property rights have passed to the client. (see clause 17 for more information on this.)
    4. Design briefs shall only be deemed as fully accepted and received provided that there is no outstanding information, from the client, required by WritersHand Studios and its designers/developers in order to execute the work as outlined in the brief. Clause 16 shall apply to design briefs required and received.
    5. Standard turnaround time for Graphic Design projects is 48 to 72 hours, however, this may change from time to time depending on the project, or as outlined by WritersHand Studios and its designers within reason.
    6. Reverts and revisions shall have a standard turnaround time of 48 to 72 hours, however, this may change from time to time depending on the project, or as outlined by WritersHand Studios and its designers within reason.
    7. Rush Requests can be sent from a client to fast track a design project’s turnaround time at a 20% rush fee, or nominal fee determined by WritersHand Studios. This is an Add-on service.
    8. Unlimited Graphic Design Plans work on a FIFO (First In First Out) system, and therefore, a new project shall only commence once any pre-existing projects have been completed.
    9. A completed project shall be determined as a project which is designed to the specification of a client brief, and upon confirmation in writing that a client is happy with the outcome.
    10. Completed design assets shall be stored on a client’s cloud storage and sent via cloud storage link through secure email/messaging service(s).
    11. Accessibility to cloud storage shall be granted to a client who has an active Unlimited Graphic Design Plan. Should an Unlimited Graphic Design Plan be suspended or terminated, then accessibility to cloud storage may be forfeit.
  15. Retentions & Subscriptions
    1. Retention Packages/Subscriptions represent full hours of services or digital products; in bundles determined by a customer during checkout. Should a retainer package be terminated by the request of a customer, or by the reasonable determination of WritersHand Studios, prior to the expiration of all hours worked or work completed, then:
      1. Any remaining hours or parts of the whole digital product shall be forfeit.
      2. Any additional products/services linked/associated with the retainer and/or subscription package being cancelled shall also be terminated, and any loss of data, content, access or material shall be forfeit. (WritersHand Studios may not be held liable for the loss as detailed in the Cancellation & Termination Clause 13.)
    2. Should a transfer of developed and designed content and/or data be requested by the account holder of a Retention Package/Subscription, then WritersHand Studios may perform such a task at a nominal fee or surcharge; however, intellectual property rights of work developed and/or completed shall remain with WritersHand Studios until any outstanding balances are fully paid for and the account holder’s account balance settled.
    3. Billable Hours worked on Retention Packages and Subscriptions are recorded and monitored. A Subscriber and/or Account Holder may request a report on billable hours worked with 24 hours notice (weekdays only).
    4. Any billable hours remaining by the end of a 30 day cycle on Retainer Packages/Subscriptions shall be carried over to the next 30 day cycle.
    5. As billable hours run out, WritersHand Studios shall notify the subscriber/client at 70% use of their billable hours used. A subscriber/client then has to notify WritersHand Studios if they wish to increase their billable hours balance, or if they wish to be billed at the usual rate (this may be on a per-project rate for existing digital products, or at the hourly rate of R350 p.h for general design and development work).
  16. Design & Development Services, Service Levels & Liability
    1. WritersHand Studios currently offers a varied range of service-driven products and packages, each containing it’s own degree of requirements and operational constraints. Without derogating the generality of this agreement, WritersHand Studios offers the below terms for each service rendered:
      1. Graphic Design :
        1. WritersHand Studios will, upon receipt of a project request and invoice, liaise with, directly or through it’s nominated agents, it’s client(s) with regards to the required marketing and material assets in order to achieve it’s turnaround time and quality of work as stipulated directly on a per-project-basis or within it’s set criteria for the project(s) service category.
        2. WritersHand Studios is required to meet it’s turnaround time, as well as it’s quality of work as described on a per-project-basis, provided that the client (juristic person submitting a project brief or authorised representative)
          1. submits all required digital assets within a timeous manner and within the requested formats and/or mediums required to execute the project;
          2. submits a detailed brief to WritersHand Studios and it’s agents, which specifies all the visual elements that are to be present in the final artwork/project, within the scope of the work/project requested.
        3. WritersHand Studios will not be held liable for the loss of quality in its work resulting out of an action or inaccessibility caused by the client (or a representative of relevant client and project), or if a detailed brief has not been submitted according to the full scope of the work that needs to be completed. Vague, ambiguous, and emotive brief specifications are not sufficient in order to get detailed design work carried out, and WritersHand Studios will not be held liable for any loss or dissatisfaction should such methods of briefing be submitted by the Client or its nominated representative in writing, and may lead to work that does not meet the expectations of the Client.
        4. WritersHand Studios shall be the sole owner of any digital assets and/or intellectual property generated for the project until all outstanding balances pertaining to the respective project are settled and handed over to the client.
      2. Website Design:
        1.  WritersHand Studios will, upon receipt of a project request and invoice, liaise with, directly or through it’s nominated agents, it’s client(s) with regards to the required marketing and material assets in order to achieve it’s turnaround time and quality of work as stipulated directly on a per-project-basis or within it’s set criteria for the project(s) service category.
        2. WritersHand Studios is required to meet it’s turnaround time, as well as it’s quality of work as described on a per-project-basis, provided that the client (juristic person submitting a project brief or authorised representative)
          1. submits all required digital assets within a timeous manner and within the requested formats and/or mediums required to execute the project;
          2. submits a detailed brief to WritersHand Studios and it’s agents, which specifies all the visual elements that are to be present in the final artwork/project, within the scope of the work/project requested.
        3. WritersHand Studios will not be held liable for the loss of quality in its work resulting out of an action or inaccessibility caused by the client (or a representative of relevant client and project), or if a detailed brief has not been submitted according to the full scope of the work that needs to be completed. Vague, ambiguous, and emotive brief specifications are not sufficient in order to get detailed design work carried out, and WritersHand Studios will not be held liable for any loss or dissatisfaction should such methods of briefing be submitted by the Client or its nominated representative in writing, and may lead to work that does not meet the expectations of the Client.
        4. WritersHand Studios will also require existing web hosting and domain name access to be in place in order to complete and render web design work.
        5. WritersHand Studios may require additional third-party services, software and other disbursements from time to time in order to complete a relevant project based on a brief provided by the client (or a representative of relevant client and project). Such disbursements are for the client’s expense, and WritersHand Studios shall not be responsible for any loss incurred (as stipulated in clause 10. of this agreement) arising out of the failure to action/settle outstanding balances for invoices and/or disbursements forming a part of/whole portion of a project and/or digital assets.
        6. WritersHand Studios shall be the sole owner of any digital assets and/or intellectual property generated for the project until all outstanding balances pertaining to the respective project are settled and handed over to the client.
      3. Branding & Marketing:
        1.  WritersHand Studios will, upon receipt of a project request and invoice, liaise with, directly or through it’s nominated agents, it’s client(s) with regards to the required marketing and material assets in order to achieve it’s turnaround time and quality of work as stipulated directly on a per-project-basis or within it’s set criteria for the project(s) service category.
        2. WritersHand Studios is required to meet it’s turnaround time, as well as it’s quality of work as described on a per-project-basis, provided that the client (juristic person submitting a project brief or authorised representative)
          1. submits all required digital assets within a timeous manner and within the requested formats and/or mediums required to execute the project;
          2. submits a detailed brief to WritersHand Studios and it’s agents, which specifies all the visual elements that are to be present in the final artwork/project, within the scope of the work/project requested.
        3. WritersHand Studios will not be held liable for the loss of quality in its work resulting out of an action or inaccessibility caused by the client (or a representative of relevant client and project), or if a detailed brief has not been submitted according to the full scope of the work that needs to be completed. Vague, ambiguous, and emotive brief specifications are not sufficient in order to get detailed design work carried out, and WritersHand Studios will not be held liable for any loss or dissatisfaction should such methods of briefing be submitted by the Client or its nominated representative in writing and may lead to work that does not meet the expectations of the Client.
        4. WritersHand Studios will also require existing web hosting and domain name access to be in place in order to complete and render web design work.
        5. WritersHand Studios may require additional third-party services, software and other disbursements from time to time in order to complete a relevant project based on a brief provided by the client (or a representative of relevant client and project). Such disbursements are for the client’s expense, and WritersHand Studios shall not be responsible for any loss incurred (as stipulated in clause 10. of this agreement) arising out of the failure to action/settle outstanding balances for invoices and/or disbursements forming a part of/whole portion of a project and/or digital assets.
        6. WritersHand Studios shall be the sole owner of any digital assets and/or intellectual property generated for the project until all outstanding balances pertaining to the respective project are settled and handed over to the client.
      4. Photography & Videography:
        1. WritersHand Studios will, upon receipt of a project request and invoice, liaise with, directly or through it’s nominated agents, it’s client(s) with regards to the required marketing and material assets in order to achieve it’s turnaround time and quality of work as stipulated directly on a per-project-basis or within it’s set criteria for the project(s) service category.
        2. WritersHand Studios is required to meet it’s turnaround time, as well as it’s quality of work as described on a per-project-basis, provided that the client (juristic person submitting a project brief or authorised representative) submits all required digital assets within a timeous manner and within the requested formats and/or mediums required to execute the project.
        3. WritersHand Studios will not be held liable for the loss of quality in its work resulting out of inaccessibility caused by or actions taken by the client (or a representative of relevant client and project).
        4. WritersHand Studios shall be the sole owner of any digital assets and/or intellectual property generated for the project until all outstanding balances pertaining to the respective project are settled and handed over to the client.
      5. Email Marketing Platforms & Services
        1. INTERCEPTION AND MONITORING
          Subject to the relevant laws, the Client agrees and consents to the Service Provider and its employees and agents intercepting, blocking, filtering, reading, deleting, disclosing and/or using the Client Data and communications sent and/or received to/by the Account in so far as same is necessary to render the Services and/or provide the Software to the Client. The Client accepts and agrees that the aforesaid consent satisfies the ‘writing’ requirements specified in the Regulation of Interception of Communications Act 70 of 2002.

          • INDEMNITY
            • The Service Provider agrees to indemnify, hold harmless, and to cooperate as fully as reasonably required in the defence of any claim against the Client, against any and all claims, liabilities, damages, costs and expenses arising from or relating to:
              • Claims by third parties regarding the Intellectual Property contained in the Software or the Client’s rights of use of the Software;
              • Unlawful grossly negligent actions of the Service Provider in relation to this Agreement or the Software.
            • The Client reserves the right, at its own expense and in its sole discretion, to assume the exclusive defence and control of any matter otherwise subject to indemnification by the Service Provider.
          • POPI COMPLIANCE
            • 12.1 For purposes of the Agreement/s the Parties expressly hereby agree that:
              • The Service Provider shall be deemed to be the Responsible Party in relation to all Personal Information of the Client, which is provided by the Client to the Service Provider in terms of the provisions of this Agreement, as envisaged and regulated in the POPI Act;
              • The Client shall be deemed to be the Responsible Party and that the Service Provider shall be deemed to be the Operator in relation to all Personal Information of the Contacts and Subscribers which form part of the Client Data as envisaged and regulated in the POPI Act;
            • The Service Provider hereby indemnifies the Client from any liability or loss incurred by the Client as a result of the Service Provider’s breach of The obligations bestowed on it, in its capacity as an Operator or Responsible Party, as the case may be, in terms of the POPI Act;
            • The Client hereby indemnifies the Service Provider from any liability or loss incurred by the Service Provider as a result of the Client’s breach of the obligations bestowed on it, in its capacity as a Responsible Party, in terms of the POPI Act;
            • The Client shall take reasonably practicable steps to ensure that all Personal Information of its Subscribers and Contacts, submitted by it to the Service Provider, are complete, accurate, not misleading and updated where necessary;
            • The Service Provider warrants that it has all appropriate technical and organisational measures in place that are reasonably required to ensure and protect any Personal Information belonging to the Client and/or its Contacts and Subscribers accessed or processed by the Service Provider against unauthorised or unlawful processing, loss or destruction, or damage. The Service Provider shall take all reasonable steps to ensure the reliability of its staff who will have access to Personal Information processed as part of the Services;
            • The Client specifically consents to the trans-border flow of the Client Data including its Subscribers’, Contacts’ and other third party Personal Information. The purpose of the trans-border flow of the aforesaid data may include, but is not limited to data hosting and storage. The Client warrants that it shall comply with the provisions of section 72 of the POPI Act in so far as same relates to the trans-border flow of its Subscriber’s and Contact’s Personal Information, which trans-border flow is effected by the Service Provider in terms of the provisions of this Agreement and to the extent that the Service Provider is acting in its capacity as the Operator;
            • The Service Provider will establish and maintain security measures to secure the integrity and confidentiality of any Personal Information that it processes on behalf of the Client, and will adhere to the provisions of Section 19 of the POPI Act;
            • The Service Provider shall only process the Client Data for the purposes as envisaged and identified in this Agreement and for purposes of enabling the Service Provider to render the Services and will not process the Client Data for any purpose other than to comply with the terms of this Agreement, save to the extent that the Client agrees to the contrary in writing;
            • The Service Provider shall upon request by the Client promptly return all such Client Data to the Client, or if so requested by the Client, destroy such Client Data which the Service Provider is no longer authorised to retain and certify in writing to the Client that it has done so. Should no such request be received by the Service Provider, it shall be entitled to retain the Client Data for only so long as is necessary to enable the Service Provider to achieve the purpose for which the Client Data was collected or subsequently processed as the case may be, subject to the further provisions of section 14 of the POPI Act;
            • The Service Provider shall monitor its compliance with this Clause 12 and shall immediately inform the Client in the event that it becomes aware of any breach of this Clause12 by either the Service Provider or its staff or where there are reasonable grounds to believe that Client Data processed by the Service Provider has been accessed or acquired by any unauthorised person. The Service Provider will notify the Client if the Service Provider receives any requests for access to Personal Information in relation to the Client Data received by it;
            • The Service Provider may only subcontract its rights or obligations relating to the processing of the Client Data with the prior written consent of the Client (which consent shall not be unreasonably withheld), in which event the Service Provider shall conclude a written contract with the subcontractor, which imposes the same obligations in relation to the processing of the Client Data on the subcontractor as are imposed on the Service Provider under this Agreement. If the subcontractor fails to fulfil its obligations under the subcontractor contract the Service Provider will remain fully liable to the Client for the fulfilment of its obligations under this Agreement;
            • The Parties warrant that they shall comply with all of their obligations under this clause;
            • The Parties agree to indemnify, defend, and hold the other Party harmless (and those related to the other Party and its personnel) from and against any claim, demand, loss, damage, cost, or liability (including legal costs) arising out of or relating to such Party failing to comply with its obligations under this clause. If permissible under applicable law, legal costs will be on an attorney and own client basis;
            • The Client expressly consents that the Service Provider may process the Client’s Personal Information for the purpose of direct marketing by means of any form of electronic communication.
  1. Copyright and Intellectual Property Rights in Created Work
    1. In order that Clients may own worldwide copyright and intellectual property rights in the created work, WritersHand Studios shall promptly on the Client’s written request sign an unconditional assignment with full title guarantee of all such rights as are owned by WritersHand Studios and capable of assignment. This provision shall not apply to any creative work which is not accepted or otherwise delivered to the Client (such as proofs and proposal documents) or in respect of which WritersHand Studios has not received the fees payable.
    2. In the event that any created work includes material of which the rights are owned by a third party, WritersHand Studios shall grant to the Client (at the Client’s expense) only such rights as the third party permits WritersHand Studios to grant to the Client.
    3. Notwithstanding any assignment of rights, WritersHand Studios may use any of the created work for the purposes of internal training or, in the promotion of WritersHand Studios, it’s portfolio or body of works and more.
    4. Notwithstanding anything in this Agreement to the contrary, WritersHand Studios shall retain all of its rights, title and interest in:
      1. all materials owned by or licensed to WritersHand Studios prior to, or independent from, the performance of Services under this Agreement, and all modifications thereof; and
      2. all generic or proprietary information, and all ideas, software, applications, methodologies, processes or procedures used, created or developed by WritersHand Studios in the conduct of its business.
    5. The provisions of this clause shall survive the expiry or termination of the Agreement.
  2. Approval by the Client
    1. The expression ‘Written Approval’ in this Agreement including the Standard Terms of Business shall mean Written Approval by directors or employees or project representative of the Client authorised to approve the Consultancy’s work and/or expenditure and whose names are set out in Schedule 2. The Client shall notify the Consultancy in writing of any change to the authorised persons during the term of the Agreement. The Consultancy shall not be responsible for any delay in the performance of the Services resulting from the unavailability of an authorised person to provide Written Approval.
    2. Written Approval shall mean approval signified by:
      1. a letter, fax or purchase order from the Client bearing the signature of an authorised person or an e-mail emanating from the individual business email address of an authorised person; OR
      2. oral approval by an authorised person provided such oral approval is confirmed in writing within two working days by way of a written report from the Consultancy to the Client; or
      3. the signature of an authorised person on the Consultancy’s documentation.
    3. After obtaining general approval of campaign or project plans, the Consultancy shall submit to the Client for specific Written Approval as required:
      1. draft press releases, articles, photographs and captions
      2. copy, layouts, artwork and scripts
      3. cost estimates of the various items in the programme.
    4. Written Approval of drafts or proofs shall be taken by the Consultancy as authorisation to proceed to publication, and Written Approval of estimates submitted shall be taken as authorisation to enter into contracts with suppliers on the basis of such estimates.
  3. Confidential Information
    1. The parties agree to treat as secret and confidential and not at any time for any reason during or after the termination of the Agreement to disclose or permit to be disclosed or made use of any confidential information concerning the other’s business, customers, suppliers or associated companies which they may acquire in the course of the Agreement.
    2. WritersHand Studios shall where so requested by the Client impose equivalent obligations of confidentiality on its own personnel and obtain written assurances from any third parties to whom the information has to be disclosed in order to enable WritersHand Studios to carry out its obligations under the Agreement.
    3. For the avoidance of doubt, the restrictions in this Clause shall not prevent:
      1. the disclosure or use of information in the proper performance of WritersHand Studios’ duties;
      2. the disclosure of information if required by law;
      3. the disclosure of information by one party who acquired it from a third party which was not under an obligation of confidentiality to the other party; or
      4. the disclosure of information which is already in the public domain otherwise than through unauthorised disclosure by WritersHand Studios.
    4. Nothing in the Agreement shall prevent WritersHand Studios from using the name of the Client in any list of clients used by WritersHand Studios for its own promotional purposes unless the Client has notified WritersHand Studios in writing that it is unwilling for its name to be so used.
    5. The provisions of this clause shall survive the expiry or termination of the Agreement.
  4. Modifications to the Service and Prices
    1. WritersHand Studios reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice.
    2. WritersHand Studios shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.
    3. From time to time, WritersHand Studios may issue an update to the WritersHand Studios servers which may add, modify, disrupt and/or remove features and/or facilities from the service/product purchased. These updates may be pushed out automatically with little or no notice, although WritersHand Studios will do everything in its power to notify you in advance of an upcoming update, including details on what the update includes.
  5. Jurisdiction
    The jurisdiction of WritersHand Studios Services are solely confined within the Republic of South Africa (the “Republic”), the Republic’s courts of law and within the comfort of the Republic’s legislation. WritersHand Studios and WritersHand Studios’ Services refer to, however not limited to, the following list of legislative material:
    Administration of Estates Act, No. 66 of 1965
    Intellectual Property Laws Amendments Act No. 38 of 1997
    Arbitration Act No. 42 of 1965 Labour Relations Act No. 66 of 1995
    Basic Conditions of Employment No. 75 of1997
    Long Term Insurance Act No. 52 of 1998
    Closed Corporations Act No. 69 of 1984 Medical Schemes Act No. 131 of 1998
    Companies Act No. 61 of 1973
    Occupational Health & Safety Act No. 85 of 1993
    Compensation for Occupational Injuries and Health Diseases Act No.130 of 1993
    Pension Funds Act No. 24 of 1956
    Consumer Affairs (Unfair Business Practices) Act No. 71 of 1988
    Post Office Act No. 44 of 1958
    Copyright Act No. 98 of 1978
    Regional Services Councils Act No. 109 of 1985
    Credit Agreements Act No. 75 of 1980 SA Reserve Bank Act No. 90 of 1989
    Currency and Exchanges Act No. 9 of 1933 Short Term Insurance Act No. 53 of 1998
    Debtor Collectors Act No. 114 of 1998 Skills Development Levies Act No. 9 of 1999
    Employment Equity Act No. 55 of 1998 Skills Development Act No. 97 of 1998
    Finance Act No. 35 of 2000 Stamp Duties Act No. 77 of 1968
    Financial Services Board Act No. 97 of 1990
    Stock Exchange Control Act No. 1 of 1985
    Financial Relations Act No. 65 of 1976 Tax on Retirement Funds Act No. 38 of 1996
    Harmful Business Practices Act No. 23 of 1999
    Trade Marks Act No. 194 of 1993
    Income Tax Act No. 95 of 1967
    Unemployment Contributions Act No. 4 of 2002
    Insolvency Act No. 24 of 1936 Unemployment Insurance Act No. 63 of 2001
    Insurance Act No 27 of 1943 Usury Act No 73 of 1968
    Value Added Tax Act No. 89 of 1991
  6. Other
    This Agreement is accepted upon your use of WritersHand Studios’ Website or any of the WritersHand Studios Services and is further affirmed by you becoming a Member. This Agreement constitutes the entire agreement between you and WritersHand Studios regarding the use of WritersHand Studios Services. The failure of WritersHand Studios to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. Any relaxation of the terms and conditions contained herein shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. WritersHand Studios is a trademark of South Africa (Closed Corporation). This Agreement operates to the fullest extent permissible by laws of the Republic. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.

Please contact WritersHand Studios with any questions regarding this Agreement.
I HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE

Last updated: 09 February, 2016 at 11:216PM +2GMT