Terms and Conditions

Service Agreement and Scope of Work – Terms and Conditions

1. Scope of Work:

1.1 Service Provider agrees to provide branding and website creation services to the Client, as described in the attached Scope of Work document (“SOW”) or as otherwise mutually agreed upon in writing.

2. Payment Terms:

2.1 Client agrees to pay Service Provider the fees as outlined in the SOW. Payment terms, including deposit, milestones, and final payment, will be specified in the SOW.

3. Ownership and Deliverables:

3.1 Service Provider retains ownership of any pre-existing intellectual property used in the project. All deliverables created by the Service Provider for the Client shall become the property of the Client upon full payment of the fees.

4. Client Responsibilities:

4.1 The Client agrees to provide all necessary information, materials, and feedback required for the project promptly.

4.2 The Client shall designate a single point of contact for effective communication with the Service Provider.

5. Timelines and Deadlines:

5.1 Timelines and deadlines for the project will be specified in the SOW and are subject to adjustment in case of unforeseen circumstances or delays beyond the Service Provider’s control.

6. Revisions and Changes:

6.1 Changes to the project scope, deliverables, or timeline may result in additional fees. Such changes must be agreed upon in writing by both parties.

7. Termination:

7.1 Either party may terminate this Agreement with written notice if the other party breaches any material term or condition of this Agreement.

8. Confidentiality:

8.1 Both parties agree to keep all project-related information and materials confidential and not to disclose them to third parties.

9. Indemnification:

9.1 The Client shall indemnify and hold the Service Provider harmless from any claims, damages, or liabilities arising from the Client’s use of the project deliverables.

10. Liability:

10.1 The Service Provider’s liability for any claim arising out of this Agreement shall be limited to the total amount paid by the Client under this Agreement.

11. Governing Law:

11.1 This Agreement shall be governed by and construed in accordance with the laws of New Zealand.

12. Entire Agreement:

12.1 This Agreement, including the attached SOW, constitutes the entire agreement between the parties and supersedes all prior understandings, representations, or agreements.

13. Amendment:

13.1 Any changes or amendments to this Agreement must be in writing and signed by both parties.

14. Severability:

14.1 If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

By signing the Service Agreement & Scope of Works, the parties acknowledge their understanding and acceptance of the terms and conditions outlined in this Agreement.