We know no-one really likes talking about money or terms and conditions, but as we pride ourselves on being pretty upfront and honest, we won’t sugar coat it.
We’re here because we want to help local businesses create amazing BRANDS and build their own LOYAL community. The bottom line is: We genuinely want to help local people grow their organisations and that means Creating Great Marketing that works…
We believe that every local organisation – big or small, old or new – should have the opportunity to do BIG marketing!
Of course, in order to do that effectively, we need a few ground rules, so please check out the not so fine print below.
Terms and Conditions
1. Definitions In these Terms of Trade:
“Account” means the Customer’s account with the Company.
“Customer” or “Client” means the person or entity making the application or any person acting with ostensible authority on behalf of the customer.
“Goods” or “Materials” means goods supplied by the Company to the Customer at any time.
“Guarantor” means any party executing a Guarantee of the Customer’s Account with the Company.
“Order” or “Orders”, “Project” or “Projects” means the order or orders of the Customer to the Company to supply Goods and Services.
“Services” means services supplied by the Company to the Customer at any time.
“Company” means Back 9 Design Limited.
“Working Days” means Mondays to Fridays, with the exception of statutory public holidays and including provincial anniversary holidays pertaining to the Southland region.
1.0 Services Rendered
STRATEGY & DESIGN
The Company’s services include but are not limited to;
- Brand identity, logo design
- Branding strategy
- Graphic design
- Marketing & digital marketing strategy
- Social Media Marketing Strategy
- Social Media Management
- Web Design & Web Development
- App Design & Development
- Online Software Solutions
- Ecommerce Solutions
- Promotional products.
With all services on any given project the client will have the opportunity to review our work and provide feedback. If, at any stage, they not happy with the direction the company’s work is taking for a particular project, The client will pay the Company in full for everything they’ve produced up to that that point and then the client will be entitled to cancel the contract.
Artwork is not included in any print prices quoted except when listed on the quotation.
All work carried out by The Company experimental or otherwise at customer’s request shall be chargeable.
Where any additional work of whatever nature is necessary as a result of copy supplied by a customer not being clear and/or legible, the Company shall be entitled to make additional charges on a time and materials basis to cover such additional work.
Any items produced externally (outsourced) may be subject to clause 8.3 PAYMENT FOR NON-CANCELABLE MATERIALS.
We can’t guarantee that our work will always be error-free (we’re human!) so we can’t be liable to you or any third-party for damages, including lost profits, lost savings or other incidental, consequential or special damages, even if you’ve advised us of them.
2.0 Mutual Cooperation
The company agrees to use it’s best efforts to fulfill and exceed The client’s expectation on the deliverables on an ongoing basis as listed in each project or brief. The client agrees to aid The Company in doing so by making available all relevant information pertaining to said project and to cooperate with The Company in expediting the work.
3.0 Charges for Services Performed
3.1 OUT OF SCOPE
Requests above and beyond those listed in the budget of any given project may be considered out-of-scope and an amendment to the budget will be recommended.
Projects that go dormant for longer than 45 days will incur fee to resume work at the discretion of The Company.
4.0 Terms of Payment
4.1 BILLING SCHEDULE
Money doesn’t drive our business to do great work and provide great service, but it does fuel it. So we do require a minimum deposit before undertaking any design work or going into production on any signage or print.
To pay, please credit our ANZ bank account: 06-0925-0529774-00 (Back 9 Design Ltd) Or pay in studio.
We accept Eftpos, Visa and Mastercard or good old fashioned – Cold Hard Cash.
Late accounts will incur penalty interest as per clause 4.2
4.2 CLIENT AGREEMENT TO PAY
Unless otherwise agreed between the Company and The Client, The Client agrees to pay invoice upon receipt
In order to receive a credit account with The Company, the Client will be required to fill out a Credit Application which will require approval of The Company and its directors before any such credit may be obtained.
In the event payment is not made within 7 days, The Company will charge a late payment fee of 5.4% per month (over and above the current ANZ overdraft rate at the time) on any overdue and unpaid balance not in (reasonable) dispute, to cover the manpower, interest, and other costs The Company pays incur for carrying overdue invoices from you the client. In addition, Back 9 Design Limited. reserves the right to stop work until payment is received in full.
Goods may also not be released by the Company until payment is received in full or a credit account has been approved.
4.4 COLLECTION COSTS
In the event that we incur legal fees, costs and disbursements in an effort to collect our invoices, in addition to interest on the unpaid balance, you agree to reimburse us for these expenses.
5.0 Cancellation of Plans
The Client has the right to modify, reject, cancel or stop any and all plans of work in progress. However, The Client agrees to reimburse The Company for all costs and expenses The Company incurred prior to the change in instructions, and which relate to non-cancelable commitments, and to defend, indemnify and hold us harmless for any liability relating to such action. The Company agrees to use our best efforts to minimize such costs and expenses.
6.0 Responsibilities of Back 9 Creative and The Client
6.1 BACK 9 CREATIVE’S RESPONSIBILITY FOR RELEASES
The Company shall obtain releases, licenses, permits or other authorization to use testimonials, copyrighted materials, photographs, artwork or any other property or rights belonging to third parties obtained by us for use in performing services for you (If applicable).
6.2 CLIENT RESPONSIBILITY FOR RELEASES
The Client guarantees that all elements of text, images, or other artwork you provide are either owned by themselves, or that they have permission to use them. Then when The Client’s final payment has cleared, copyright will be automatically assigned as follows: The Client will own the visual elements that The Company creates for any given project at any given time.
If requested by The Client, The Company will give The Client all source files and finished files and The Client should keep them somewhere safe as The Company is not required to keep a copy and will not guarantee that they will. The Client owns all elements of text, images and data they provided, unless someone else owns them. The Company owns the unique combination of these elements that constitutes a complete design and The Company will continue to license that to you, exclusively and in perpetuity for the given project for which it was produced only, unless The Company and the Client agree otherwise. We can provide a separate estimate for that.
6.3 CLIENT RESPONSIBILITY FOR ACCURACY
The Client shall be responsible for the accuracy, completeness and propriety of information concerning their products and services which the client supplied to the company verbally or in writing in connection with the performance of this Agreement.
Proofs of all work may be submitted for customer’s approval and the Company shall incur no liability for any errors not corrected by the customer in proofs so submitted.
Additional charges shall be made for any additional proofs that are required as a result of alterations required by the customer.
When style, type or layout is left to the Company’s discretion, any subsequent changes to such style, type or layout required by the customer shall be subject to additional charges on a time and materials basis.
The Company acknowledges its responsibility, both during and after the term of its appointment for any given project, to use all reasonable efforts to preserve the confidentiality of any proprietary or confidential information or data developed by The Company on behalf of The Client or disclosed by The Client to The Company.
8.0 Term and Termination
8.1 Period of Agreement and Notice of Termination
This Agreement shall become effective as of acceptance by the client signed or online and shall continue until terminated by either party upon not less than 60 days’ notice in writing given by either party to the other.
8.2 TERMINATION FOR CAUSE
Either party may terminate the Agreement if the other party defaults in the performance of any of its material duties and obligations and the default is not cured within thirty (30) days of the receipt of notice of said default, or if the default is not reasonably curable within said period of time, unless the defaulting party commences cure within said period of time and diligently proceeds to cure the default.
In addition, either party may immediately terminate this Agreement by giving written notice to the other party if the other party is insolvent or has a petition brought by or against it under the insolvency laws of any jurisdiction, if the other party makes an assignment for the benefit of creditors, if a trustee, or similar agent is appointed with respect to any property or business of the other party, or in the case of the Client, if the Client materially breaches its obligations to make payment pursuant to this Agreement.
If for any such reason an employee of The Company should come to work for The Client, directly or indirectly at any such time during their employment or within 12 months after resignation or termination of their employment with us, then we will invoice The Client for a finder’s fee, which will be charged at a flat rate of $3000 + GST
8.4 PAYMENT FOR NON-CANCELABLE MATERIALS
Any non-cancelable materials, services, etc., The Company have properly committed themselves to purchase for The Clients project or account, (either specifically or as part of a plan, such as; modules, photography and/or external services) shall be paid for in full by The Client, in accordance with the provisions of this Agreement. The Company agrees to use our best efforts to minimise such liabilities immediately upon written notification from The Client. The Company will provide written proof, upon request from the The Client, that any such materials and services, are non cancelable.
8.5 MATERIALS/GOODS UNPAID FOR
If upon termination there exist any materials furnished by The Company or any services performed by The Company for which The Client has not paid us in full, until such time as The Client has paid us in full The Client agrees not to use any such materials, in whole or in part, or the product of such services.
8.6 TRANSFER OF MATERIALS
Upon termination of this agreement, provided that there is no outstanding indebtedness then owing by The Client to The Company, The Company shall transfer, assign and make available to The Client all property and materials in its possession or control belonging to The Client. The Client agrees to pay for all costs associated with the transfer of materials.
9.0 General Provisions
9.1 GOVERNING LAW
This Agreement shall be governed and construed in accordance with New Zealand legislation.
9.2 REPRESENTATIONS AND WARRANTIES
The parties each individually represent and warrant that each has full power and authority to enter into this Agreement and to perform all of their obligations hereunder without violating the legal or equitable rights of any third party.
9.3 ENTIRE AGREEMENT
Except as otherwise set forth or referred to in this Agreement, this Agreement constitutes the sole and entire Agreement and understanding between the parties hereto as to the subject matter hereof, and supersedes all prior discussions, agreements and understandings of every kind and nature between them as to such subject matter. If any provision of this Agreement is held to be illegal, invalid, or unenforceable under any present or future law, then that provision will be fully severable. In such instance, this Agreement will be construed and enforced as if the illegal, invalid, or unenforceable provision had never comprised a part of this Agreement, and the remaining provisions of this Agreement will remain in full force and effect.