Terms of Service (TOS)

These Terms of Service ("TOS") govern your access to and use of services provided by Cinnimon t/a BoldPiq (Reg. 2015/193038/07) ("BoldPiq," "we," "our," or "us"). By purchasing or using our services, you ("Client") agree to these terms. We process your personal data in accordance with our Privacy Policy.

1. Definitions

1.1. Client/You: The person or entity engaging BoldPiq for services.
1.2. Services: All offerings by BoldPiq, including but not limited to website design & development, branding & identity, e-commerce, digital marketing, video production, consulting, and future services.
1.3. Deliverables: Work product specified in a Statement of Work (SOW), Order Form, or Proposal.
1.4. Third-Party Tools: External platforms/software used in providing services (e.g., GoHighLevel, Canva, Cloudflare, Hostinger, Microsoft, Google, OpenAI).
1.5. Business Day: A day other than a Saturday, Sunday, or South African public holiday.
1.6. Consumer: A natural person (or qualifying juristic person) to whom the CPA/ECTA protections apply.
1.7. Applicable Laws: The Consumer Protection Act, 2008 (CPA), Electronic Communications and Transactions Act, 2002 (ECTA), Protection of Personal Information Act, 2013 (POPIA), UK GDPR/Data Protection Act 2018, and CCPA/CPRA (where applicable).

2. Scope of Services

2.1. Services and Deliverables: Defined in a signed SOW, Proposal, or Order Form.
2.2. Change Orders: Any deviation (scope, timeline, budget) requires a signed Change Order with updated terms and fees. Clients must review and respond to proposed Change Orders within 5 business days; failure to respond may delay the project.
2.3. Dependencies & Delays: Timelines and pricing depend on timely Client inputs, approvals, and access to Third-Party Tools. Milestones may extend and additional fees (per rate card) may apply for Client-caused delays after written notice.
2.4. Pause for No-Response: If Client does not respond to a Change Order within 5 Business Days, BoldPiq may pause affected workstreams without breach.
2.5. Third-Party Tools Authorisation: Client authorises BoldPiq to use Third-Party Tools (e.g., hosting, CRM, email, AI APIs) to perform the Services; Client remains responsible for any licences not expressly included in the SOW.

3. Fees, Payment & Taxes

3.1. Deposit: 50% non-refundable deposit required before work begins.
3.2. Balance: Payable upon project completion or milestone delivery, unless otherwise agreed.
3.3. Late Payments: Accrue interest at 2% per month or the prime lending rate plus 2% (whichever is higher), not exceeding the maximum lawful rate under South African law, including the National Credit Act. Services may be suspended until accounts are current.
3.4. Taxes/FX: Fees exclude VAT, sales tax, duties, and bank/FX charges. Client bears responsibility.
3.5. Currencies: Default ZAR; international Clients may be billed in USD/GBP/EUR at BoldPiq’s discretion, with the applicable exchange rate communicated at the time of billing.
3.6. Expenses: Any reimbursable expenses (e.g., travel, third-party licensing fees) must be pre-approved in writing via the SOW or Change Order and will be invoiced with supporting documentation.
3.7. Third-Party Tool Costs: Client is responsible for any additional licensing or subscription fees for Third-Party Tools required for the Services, unless otherwise specified in the SOW.
3.8. Suspension & Reinstatement: If an invoice is overdue by 7 days, BoldPiq may suspend Services/platform access until payment clears; reinstatement may incur a reasonable reactivation fee.
3.9. Chargebacks/Payment Reversals: Client remains liable for reversed payments and associated processor/bank fees and reasonable collection costs, subject to Applicable Laws.
3.10. Interest Compliance: Any interest/charges will comply with lawful caps (including the Prescribed Rate of Interest Act and, where applicable, the NCA).

4. Refunds & Cancellations

4.1. Policy: Refunds and cancellations are governed by the following terms, which constitute BoldPiq’s Refund & Cancellation Policy. In case of conflict with any external policy, these terms prevail.

Non-Refundable Deposits: The 50% deposit is non-refundable unless BoldPiq fails to deliver the agreed Services due to its sole fault, in which case a prorated refund may be issued at BoldPiq’s discretion. For qualifying electronic transactions under ECTA s44, if you cancel within the statutory 7-day cooling-off period and services have not begun and are not custom, the deposit will be refunded.

Milestone Payments: Payments for completed milestones are non-refundable unless Deliverables materially fail to meet the SOW specifications, subject to the warranty in Section 7.2.

Cancellation by Client: Client may cancel within 7 days of entering this agreement, unless services have begun or are custom, per Section 4.2. Outside this period, cancellation requires written notice to [email protected], with Client liable for: (a) work performed to date, (b) non-cancellable third-party commitments (e.g., licenses, hosting), and (c) a 10% administrative close-out fee on the remaining project value, unless otherwise specified in the SOW.

Cancellation by BoldPiq: BoldPiq may cancel for Client’s material breach (e.g., non-payment, failure to provide materials) after 10 business days’ notice to cure, with Client liable for work performed and commitments.

Prorated Refunds: Refunds for incomplete work are at BoldPiq’s discretion, excluding non-refundable deposits and commitments.

Process: Refund requests must be submitted to [email protected] with details of the issue. BoldPiq will respond within 5 business days.
4.2. Statutory Cooling-Off (Electronic Transactions): Clients may cancel within 7 days of entering this agreement, unless services have begun or are custom, in accordance with ECTA s44. This cooling-off right applies to qualifying electronic transactions with Consumers, subject to statutory exceptions.
4.3. Kill Fee (Projects): Outside the statutory cooling-off period, Client cancellation after kickoff requires payment for (a) work performed to date, (b) non-cancellable third-party commitments, plus (c) a 10% administrative close-out fee on the remaining project value, unless the SOW states otherwise.

5. Client Responsibilities

5.1. Materials: Provide accurate and complete materials on time.
5.2. Authorized Contact: Designate one authorized contact to give approvals.
5.3. Review: Review Deliverables within 5 business days of delivery. Silence beyond this period counts as acceptance.
5.4. Rights to Materials: Ensure rights to use all materials supplied to BoldPiq and provide evidence of such rights upon request. BoldPiq may suspend work if supplied materials infringe third-party rights.
5.5. Legal Compliance: Comply with applicable laws in using the Services and Deliverables, including obtaining valid data subject consents for any personal data provided to BoldPiq for processing (e.g., for marketing or data sharing purposes) in accordance with POPIA, UK GDPR, and CCPA/CPRA.
5.6. Data Storage: BoldPiq stores materials provided by the Client and Deliverables on the GoHighLevel platform, a third-party service. BoldPiq does not maintain separate backups of such materials or Deliverables. Clients are responsible for maintaining their own backups to protect against data loss.
5.7. Direct Marketing Proof: Where Client provides personal data for marketing, Client warrants lawful grounds (e.g., POPIA s69 consent or qualifying relationship), maintains proof of consent and suppression lists, and honours opt-outs; BoldPiq may refuse non-compliant campaigns.
5.8. Data Rights Cooperation: Client will reasonably assist BoldPiq to respond to data-subject requests/regulatory queries within required timeframes and bear its own costs.
5.9. Acceptable Use: Client will not use Services/Deliverables to violate law, infringe IP, distribute malware, or send unsolicited electronic communications without lawful grounds. BoldPiq may suspend activity reasonably believed to breach this clause and will notify Client with steps to remediate.

6. Intellectual Property

6.1. Transfer: Full ownership of custom Deliverables passes to Client only upon full payment.
6.2. Exclusions: BoldPiq pre-existing IP, reusable frameworks, third-party components, and open-source code remain outside transfer.
6.3. Third-Party Licenses: Client is responsible for obtaining and maintaining any licenses required for third-party components (e.g., stock images, fonts, software) not provided by BoldPiq. Failure to secure required licenses may result in suspension of services or termination.
6.4. Portfolio License: BoldPiq may showcase non-confidential Deliverables (as defined in the SOW) in its portfolio unless agreed otherwise in writing. BoldPiq will remove showcased Deliverables upon Client’s written request.
6.5. Background/Tools: BoldPiq retains all rights in its methodologies, templates, libraries (including AI prompt libraries), and tooling; Client grants a non-exclusive licence to use Client Materials for the project term.
6.6. AI-Assisted Outputs: Where Deliverables include AI-assisted content, BoldPiq will curate/review for the agreed scope. Client acknowledges AI outputs can contain errors or third-party content and agrees to final legal/regulatory review before production use (this does not limit the warranty in 7.2 for scope-related defects).

7. Acceptance & Warranty

7.1. Acceptance: Deliverables are deemed accepted on written sign-off or after 5 business days with no response.
7.2. Warranty: 30-day correction window for material defects related to the scope defined in the SOW.
7.3. Exclusions: Excludes third-party outages, misuse, or Client modifications.
7.4. CPA s49 Attention: Clauses limiting liability (Section 12) or imposing indemnities (Section 11) will be conspicuously drawn to Consumers’ attention and acknowledged (e.g., via tick-box or initial) before conclusion, in line with CPA s49.

8. Support & Maintenance

8.1. Scope: Not included unless purchased separately under a Maintenance Agreement, which may include Service Level Agreements (SLAs) for response times (e.g., 24 hours for critical issues), uptime (e.g., 99% for hosted elements), and support timelines.
8.2. Post-Delivery Inquiries: Basic inquiries (e.g., usage clarification) may be provided at BoldPiq’s discretion for up to 14 days after acceptance, but ongoing support requires a separate agreement.
8.3. Third-Party SLAs: Availability/response times for components hosted on Third-Party Tools are subject to those providers’ SLAs; BoldPiq will use reasonable efforts to escalate and mitigate third-party issues.

9. Termination

9.1. Breach: Either party may terminate for material breach with 10 business days’ notice to cure.
9.2. Payment Obligations: Upon termination, Client must pay for work completed, approved expenses, and any non-cancellable commitments.
9.3. Deliverables: BoldPiq will provide in-progress Deliverables once payments are settled.
9.4. Survival: Sections 6 (Intellectual Property), 10 (Compliance & Data Protection), 11 (Indemnities), 12 (Limitation of Liability), 15 (Confidentiality), and 14 (Dispute Resolution & Governing Law) survive termination.
9.5. Insolvency: Either party may terminate immediately upon the other’s liquidation, business rescue, or insolvency event, subject to 9.2.

10. Compliance & Data Protection

10.1. Applicable Laws: Each party must comply with applicable data protection laws, including South Africa’s Protection of Personal Information Act (POPIA), UK GDPR and Data Protection Act 2018, and California’s Consumer Privacy Act (CCPA/CPRA).
10.2. Privacy Policy: BoldPiq’s processing of personal data is detailed in its Privacy Policy and Cookie Policy. If BoldPiq processes Client Personal Data as a processor, the Data Processing Addendum (DPA) applies.
10.3. Data Processing Addendum: If BoldPiq processes Client personal data as a processor, the Data Processing Addendum (DPA), available at dpa or via email request to [email protected], applies, including provisions for sub-processors, security measures, and data subject rights.
10.4. Sub-Processors: BoldPiq may use sub-processors (e.g., Third-Party Tools) with Client consent as specified in the DPA.
10.5. Security Measures: BoldPiq will implement reasonable technical and organizational measures to protect personal data, including adherence to data minimization principles by collecting only necessary data, in accordance with POPIA, UK GDPR, and CCPA/CPRA.
10.6. Breach Notification:
(a) POPIA: If BoldPiq is the responsible party, it will notify the Information Regulator and affected data subjects as soon as reasonably possible after becoming aware, considering law-enforcement needs; if BoldPiq is an operator, it will notify the Client immediately upon becoming aware.
(b) UK GDPR: Controllers must notify the ICO without undue delay and, where feasible, within 72 hours; processors must notify controllers without undue delay.
(c) California: Notices must be made in the most expedient time possible and without unreasonable delay, subject to law-enforcement delay allowances.
10.7. Data Transfers: For international transfers—(a) UK data: use the UK International Data Transfer Agreement (IDTA) or UK Addendum; (b) EU/EEA data: use EU Standard Contractual Clauses (Commission Implementing Decision (EU) 2021/914); (c) POPIA: apply appropriate safeguards for cross-border transfers to sub-processors.
10.8. Data Subject Requests: BoldPiq will assist Client with data subject requests (e.g., access, deletion) as required by POPIA, UK GDPR, and CCPA/CPRA, subject to reasonable costs.
10.9. Client Compliance: Client must not use Services in violation of applicable marketing, consumer, or privacy laws, including direct marketing regulations under POPIA, UK GDPR, and anti-spam laws such as the US CAN-SPAM Act. BoldPiq does not sell personal data as defined under CCPA/CPRA.
10.10. Cookie Policy: Use of cookies and similar technologies on our website is governed by our Cookie Policy, available at www.boldpiq.com/cookie-policy or via email request to [email protected], in compliance with POPIA, UK GDPR ePrivacy Directive, and CCPA/CPRA.
10.11. Sub-Processor Transparency: Where BoldPiq acts as processor, it will give advance notice of material sub-processor changes and allow reasonable, documented objections related to data-protection risk.
10.12. Marketing Records: Consent/opt-out logs may be retained in Third-Party Tools for audit, subject to the DPA and agreed retention limits.

11. Indemnities

11.1. Client Indemnity: Client indemnifies BoldPiq against claims arising from Client content, misuse, or unlawful activity. Client must provide prompt notice of claims and allow BoldPiq to control the defense.
11.2. BoldPiq Indemnity: BoldPiq indemnifies Client against third-party IP infringement in Deliverables (excluding Client-provided content or third-party components). BoldPiq must provide prompt notice and control the defense.
11.3. Process: The indemnified party must promptly notify the other of a claim and reasonably cooperate at the indemnifying party’s expense; failure to notify only relieves obligations to the extent of prejudice.

12. Limitation of Liability

12.1. General Cap: BoldPiq’s total liability in any 12-month period preceding a claim is capped at fees paid by Client in that period.
12.2. Super-Cap: For data protection breaches or IP indemnity claims, liability is capped at 2× fees paid in that period.
12.3. Exclusions: Excludes liability for death/personal injury caused by negligence or fraud.
12.4. No Indirect Damages: No liability for indirect, incidental, or consequential damages, including loss of profits, data, or business opportunities.
12.5. No Insurance: BoldPiq does not currently maintain professional liability insurance. Our liability remains limited to the amounts specified in this Section 12. Clients should be aware that risks beyond these caps are not covered by BoldPiq. BoldPiq intends to obtain professional liability insurance as the business grows and becomes profitable.
12.6. Consumer Protections: Nothing in these Terms limits non-waivable Consumer rights under CPA/ECTA/POPIA where applicable.

13. Force Majeure

13.1. Events: No liability for delays or failures due to causes beyond reasonable control, including internet/power outages, strikes, pandemics, cyberattacks, or government actions. The affected party must notify the other in writing within 5 business days and use reasonable efforts to mitigate the impact.
13.2. Termination: If a force majeure event exceeds 30 days, either party may terminate the agreement with written notice, subject to payment for completed work.
13.3. Third-Party Platform Dependency: Extended outages/deprecations or material changes in Third-Party Tools (e.g., API limits, AI API usage restrictions such as OpenAI rate caps or model deprecations) are treated as Force Majeure to the extent beyond BoldPiq’s reasonable control; BoldPiq will propose commercially reasonable workarounds or Change Orders.

13.4 Continuity of Service

If BoldPiq ceases operations, Clients will receive at least 30 days’ prior written notice to export all websites, funnels, and associated assets. After this period, Clients may choose to (a) contract directly with GoHighLevel on their standard terms (pricing set by GoHighLevel), or (b) migrate to another white-label agency offering comparable pricing. If BoldPiq is sold, all client contracts, assets, and rights may be transferred to the acquiring agency, which will assume responsibility for ongoing services. BoldPiq acknowledges its responsibility to Clients and will always act in good faith to ensure a commercially reasonable transition.

14. Dispute Resolution & Governing Law

14.1. Mediation First: Parties agree to attempt mediation in Johannesburg (costs shared equally) or virtually before further action, using a mutually agreed mediator or one appointed by the Arbitration Foundation of Southern Africa (AFSA).
14.2. Arbitration: If mediation fails, disputes may be resolved through binding arbitration under AFSA rules, seated in South Africa, conducted in Johannesburg or virtually. Each party will be responsible for its own legal and other costs, and the arbitrator’s fees will be allocated as determined in the award. Arbitration, if pursued, is binding on both parties.
14.3. Governing Law: These Terms are governed by the laws of South Africa. For international Clients, mandatory consumer protection laws may apply, but jurisdiction remains South African courts unless otherwise specified in writing.
14.4. CPA Notice: Where the CPA applies, arbitration is optional and does not preclude a Consumer’s right to use a tribunal, ombud, or court as permitted by statute.

15. Confidentiality

15.1. Obligations: Each party agrees to keep confidential all non-public information disclosed by the other party during the term of the agreement and for 2 years thereafter, except as required by law, disclosed with written consent, or ordered by a court. Confidential information excludes publicly available data or independently developed information.
15.2. Remedies: Breaches may result in injunctive relief.

16. Modifications to Terms

16.1. Updates: BoldPiq may update these Terms periodically. Material changes will be posted on our website with a new “Last Updated” date and notified to active Clients via email. Continued use of Services constitutes acceptance.
16.2. Change of Control: If BoldPiq undergoes a merger, acquisition, or sale of substantially all assets, it may assign these Terms to the successor entity upon notice to Client. Client may not unreasonably withhold consent to assignment where such consent is required by law.

17. General Provisions

17.1. Entire Agreement: These Terms, together with any SOW, Proposal, Order Form, Change Orders, and incorporated policies (e.g., Refund Policy, DPA), constitute the entire agreement between the parties and supersede all prior understandings.
17.2. Severability: If any provision is held invalid or unenforceable, the remaining provisions remain in full force.
17.3. Waiver: No waiver of any term is effective unless in writing and signed by the waiving party.
17.4. Assignment: Neither party may assign this agreement without the other’s written consent, except in the case of a merger or acquisition. BoldPiq will provide notice to Client of any such assignment.
17.5. Notices: All notices must be in writing and sent via email (to [email protected] for BoldPiq or the Client’s contact details in the SOW/Order Form) or registered mail to the addresses provided.
17.6. Electronic Communications & Signatures: Electronic signatures and click-wrap/tick-box acceptance have legal force under ECTA s13, except where an advanced electronic signature is legally required.
17.7. No Agency: BoldPiq acts as an independent contractor; nothing creates a partnership, joint venture, or employment relationship.
17.8. Consumer-Specific Terms: If any Consumer-specific clause is inapplicable to a transaction, it is severed without affecting the remainder.

18. Contact

For questions, contact us at:
Email: [email protected]
Website: www.boldpiq.com
Physical Address: No. 2 Chestnut Street, Thornton, 7460, South Africa

19. References

For transparency and compliance, the following legal and regulatory sources guide these Terms of Service. Clients and regulators may refer to these authorities for further detail:

Protection of Personal Information Act, 2013 (POPIA) — South Africa’s data protection law (transparency, security, processors, breach notification, direct marketing).
Available at: url

Consumer Protection Act, 2008 (CPA) — Governs consumer rights in South Africa, including plain language, risk notices, cooling-off rights, and prohibited terms.
Available at: url

Electronic Communications and Transactions Act, 2002 (ECTA) — Regulates electronic transactions, disclosures, electronic signatures, and cooling-off rights.
Available at: url

National Credit Act, 2005 (NCA) — Regulates credit agreements and interest rates, ensuring lawful caps on late-payment interest.
Available at: url

UK GDPR & Data Protection Act 2018 — United Kingdom’s data protection regime, covering data subject rights, processor obligations, and breach notification.
Available at: url

EU General Data Protection Regulation (GDPR) — European Union regulation governing data protection and cross-border transfers.
Available at: url

California Consumer Privacy Act & California Privacy Rights Act (CCPA/CPRA) — Provides California consumers with data rights, notice requirements, and restrictions on data sales.
Available at: url

CAN-SPAM Act (U.S.) — Governs commercial email, requiring opt-in/opt-out mechanisms and accurate sender information.
Available at: url

OECD Privacy Guidelines — International best practice principles for privacy and cross-border data flows.
Available at: url

ISO/IEC 27001 (Information Security Management) — International standard for information security management systems.
Available at: url

GoHighLevel Terms of Service — Terms of the platform where BoldPiq stores client materials and data.
Available at: url