Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and Kontent Agency ("Company," "we," "our," or "us"), a social media marketing agency operating in Kenya.

By accessing our website, engaging our services, or entering into a service agreement with us, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.

These Terms are governed by the laws of Kenya. If you do not agree to these Terms, please do not use our services.

2. Services Description

2.1 Service Offerings

Kontent Agency provides the following services:

• • Social media content creation and strategy
• • Photography and videography services
• • Brand development and visual identity design
• • Social media account management
• • Influencer marketing and partnerships
• • Paid social media advertising campaigns
• • Digital marketing consulting and strategy

2.2 Service Customization

All services are customized based on individual client needs and requirements. Specific deliverables, timelines, and pricing will be outlined in separate service agreements or proposals.

2.3 Service Limitations

We reserve the right to refuse service to any individual or organization that engages in illegal activities, violates platform terms of service, or requests content that conflicts with our values or professional standards.

3. Client Responsibilities

3.1 Information and Access

Clients agree to:

• • Provide accurate and complete information about their business
• • Grant necessary access to social media accounts and platforms
• • Provide brand assets, guidelines, and relevant materials
• • Respond to requests for feedback and approvals in a timely manner
• • Maintain active communication throughout the project duration

3.2 Content Approval

Clients are responsible for reviewing and approving all content before publication. We will not be held liable for content that has been approved by the client.

3.3 Compliance

Clients must ensure their business operations and requested content comply with all applicable laws, regulations, and platform terms of service.

4. Payment Terms

4.1 Pricing and Invoicing

• • All prices are quoted in Kenyan Shillings (KSh) unless otherwise specified
• • Invoices will be sent via email in PDF format
• • Payment terms are typically 30 days from invoice date unless otherwise agreed
• • Late payment fees of 2% per month may apply to overdue accounts

4.2 Payment Methods

We accept payments via:

• • M-Pesa (Safaricom)
• • Bank transfer (local Kenyan banks)
• • Cheque (for amounts above KSh 50,000)
• • International wire transfer (for international clients)

4.3 Deposits and Milestones

For projects exceeding KSh 100,000, we may require:

• • 50% deposit before project commencement
• • Milestone payments for long-term projects
• • Final payment upon project completion

4.4 Refunds

Refunds are considered on a case-by-case basis. Work completed and delivered cannot be refunded. Deposits may be partially refundable if the project is cancelled before work begins.

5. Intellectual Property Rights

5.1 Client Content Ownership

Upon full payment, clients retain ownership of:

• • Final delivered content and creative assets
• • Brand elements and logos created specifically for the client
• • Photography and videography commissioned for the client

5.2 Agency Rights

Kontent Agency retains:

• • Rights to methodologies, processes, and know-how
• • Rights to use completed work in our portfolio and marketing materials
• • Rights to case studies and anonymized performance data
• • Ownership of preliminary concepts and unused designs

5.3 Third-Party Content

When using third-party content (stock photos, music, etc.), clients are responsible for:

• • Licensing fees and compliance with usage terms
• • Ensuring proper attribution where required
• • Ongoing license renewals if applicable

5.4 Infringement Claims

Clients agree to indemnify Kontent Agency against any claims of intellectual property infringement arising from client-provided content or specific client requests that violate third-party rights.

6. Confidentiality and Non-Disclosure

6.1 Confidential Information

Both parties acknowledge that they may have access to confidential information, including:

• • Business strategies and marketing plans
• • Financial information and performance data
• • Customer lists and contact information
• • Proprietary processes and methodologies
• • Unpublished content and creative concepts

6.2 Non-Disclosure Obligations

Both parties agree to:

• • Maintain strict confidentiality of all shared information
• • Use confidential information solely for the purpose of the engagement
• • Implement reasonable security measures to protect confidential information
• • Return or destroy confidential information upon request or contract termination

6.3 Exceptions

Confidentiality obligations do not apply to information that is publicly available, independently developed, or required to be disclosed by law.

7. Performance and Deliverables

7.1 Performance Standards

We commit to providing services with professional skill and care, in accordance with industry standards and best practices.

7.2 Timelines and Deadlines

• • Project timelines will be specified in individual service agreements
• • Delays caused by client feedback or approval processes may extend deadlines
• • Force majeure events may impact delivery schedules
• • We will communicate any potential delays promptly

7.3 Revisions and Changes

Standard service packages include a specified number of revisions. Additional revisions or scope changes may incur extra charges at our standard hourly rate.

7.4 Platform Dependencies

Our services depend on third-party platforms (social media networks, etc.). We cannot guarantee platform availability, algorithm changes, or policy modifications that may affect performance.

8. Limitation of Liability

8.1 Liability Cap

Our total liability for any claims arising from our services shall not exceed the total amount paid by the client for the specific project or service in question.

8.2 Excluded Damages

We shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to:

• • Lost profits or revenue
• • Business interruption
• • Loss of data or information
• • Damage to reputation
• • Third-party claims

8.3 Platform-Related Issues

We are not responsible for:

• • Social media platform outages or technical issues
• • Algorithm changes affecting content reach
• • Account suspensions or policy violations
• • Platform policy changes or new restrictions

8.4 Client Indemnification

Clients agree to indemnify and hold harmless Kontent Agency from any claims, damages, or expenses arising from client-provided content, violation of third-party rights, or non-compliance with applicable laws.

9. Termination

9.1 Termination by Client

Clients may terminate services with 30 days written notice. Clients remain responsible for:

• • Payment for all work completed up to termination date
• • Any outstanding invoices or expenses incurred
• • Cancellation fees as specified in the service agreement

9.2 Termination by Agency

We may terminate services immediately if the client:

• • Fails to make payments within 60 days of due date
• • Breaches these Terms or service agreements
• • Engages in illegal or unethical business practices
• • Requests content that violates platform policies or our standards

9.3 Post-Termination

Upon termination, we will provide completed work, return client materials, and transfer account access as appropriate. Confidentiality obligations survive termination.

10. Dispute Resolution

10.1 Negotiation

Any disputes shall first be addressed through good faith negotiations between the parties.

10.2 Mediation

If negotiation fails, disputes shall be submitted to mediation through a mutually agreed mediator in Nairobi, Kenya.

10.3 Arbitration

If mediation is unsuccessful, disputes shall be resolved through binding arbitration under the Arbitration Act of Kenya.

10.4 Governing Law

These Terms are governed by the laws of Kenya, and any legal proceedings shall be conducted in the courts of Nairobi, Kenya.

11. Force Majeure

Neither party shall be liable for any failure or delay in performance due to circumstances beyond their reasonable control, including:

• • Natural disasters, pandemics, or public health emergencies
• • Government actions, regulations, or restrictions
• • Internet outages or technical infrastructure failures
• • Labor strikes or civil unrest
• • Acts of terrorism or war

The affected party must promptly notify the other party and make reasonable efforts to minimize the impact of such events.

12. General Provisions

12.1 Entire Agreement

These Terms, together with any signed service agreements and our Privacy Policy, constitute the entire agreement between the parties.

12.2 Modifications

We may update these Terms from time to time. Significant changes will be communicated via email or website notice. Continued use of our services constitutes acceptance of updated Terms.

12.3 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions shall remain in full force and effect.

12.4 Assignment

Clients may not assign their rights or obligations without our written consent. We may assign our rights and obligations with reasonable notice.

12.5 Waiver

No waiver of any provision shall be deemed a waiver of any other provision or subsequent breach.