Terms and Conditions

Mkondo Digital LTD – UGC TikTok Service Agreement.

This Client Agreement (the “Agreement”) will begin upon signing of the order form (the “Effective Date”).

The agreement is between The Client (The “Client”) as stated in the heading of the order form and represented by its signing contact and (The “Agency”), Mkondo Digital collectively “the Parties.

BACKGROUND The client requires the work indicated in the line items of the order form to be completed and wishes to engage with Mkondo Digital in order to perform such work.

The Parties Agree to the Following Terms and Conditions:

Services – The Agency agrees to carry out the services requested by the client as indicated on the Order Form. The Agency agrees to perform duties and tasks related to the Services. Additional Services requested outside the scope of the Services in the order form will require a new agreement or amend this Agreement The client will have exclusive, full, and perpetual usage rights to all video and other creative content produced by creators or the Agency, except in the event of failure to pay the fees agreed.

Compensation. The Parties agree Mkondo Digital will be compensated according to the amounts and cadence stated in the order form. The first payment will need to be made in full prior to The Agency beginning any work. All payments shall be non-refundable and non-assessable.

Independent Agency Relationship.

The Parties agree that The Agency is providing the Services under this Agreement and acting as an Independent Agency. This Agreement does not create a partnership, joint venture, or any other fiduciary relationship between The Parties.

Confidentiality. During this Agreement, it may be necessary for The Client to share proprietary information, including trade secrets, industry knowledge, and other confidential information to The Agency. The Agency will not share any of this proprietary information at any time. The Parties agree not to share any other information deemed confidential by either party externally. This clause shall survive the termination of the agreement.

Case Study. The Agency reserves the right to use The Client’s name, logo, testimonials or praise from The Client to advertise its services on its website and/or in other forms of communication.

Termination. This agreement may be terminated at any time by either Party upon 30 day written notice to the other party. Client will be responsible for payment of all Services performed up to the date of termination. Upon termination, The Agency shall return all Client content, materials, and all Work Product to Client at its earliest convenience.

Representations and Warranties. Both Parties represent that they are fully authorized to enter into this Agreement. The performance and obligations of either Party will not violate or infringe upon the rights of any third-party or violate any other agreement between the Parties, individually, and any other person, organization, or business or any law or governmental regulation.

Indemnity. The Parties each agree to indemnify and hold harmless the other Party, its respective affiliates, officers, agents, employees, and permitted successors and assigns against any and all claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and costs of any kind or amount whatsoever, which are not a result of the negligence of or breach of this Agreement by the indemnifying party, its respective successors and assigns that occurs in connection with this Agreement. This section remains in full force and effect even after termination of the Agreement.

Limitation of Liability. Under no circumstances shall either party be liable to the other party or any third party for any damages resulting from any part of this agreement such as, but not limited to, loss of revenue or anticipated profit or lost business, costs of delay or failure of delivery, which are not related to or the direct result of a party’s negligence or breachThe Agency shall not be held liable for results outside of its control including Ad Performance or attainment of other KPIs

Severability. In the event any provision of this Agreement is deemed invalid or unenforceable, in whole or in part, that part shall be severed from the remainder of the Agreement and all other provisions should continue in full force and effect as valid and enforceable.

Waiver. The failure by either party to exercise any right, power or privilege under the terms of this Agreement will not be construed as a waiver of any subsequent or further exercise of that right, power or privilege or the exercise of any other right, power or privilege.

Legal and Binding Agreement. This Agreement is legal and binding between the Parties as stated above.

Governing Law and Jurisdiction. The Parties agree that this Agreement shall be governed by the State and/or Country in which both Parties do business. In the event that the Parties do business in different States and/or Countries, this Agreement shall be governed by the laws of the United Kingdom.

Entire Agreement. The Parties acknowledge and agree that this Agreement, the order form and any other documents attached represent the entire agreement between the Parties.