- These terms and conditions (“terms”), as amended or replaced from time to time, govern the supply of services (“services”) by Media Refinery Ltd (“Media Refinery”) to any company, organisation or individual (“client”).
- Any additional or differing terms that the client stipulates or states in any communication with Media Refinery are hereby negated and will not bind Media Refinery unless agreed upon in writing.
- A delay in exercising any right is not a waiver of that right. A failure to exercise a right on any occasion does not prevent any subsequent exercise of that right.
- Media Refinery will use reasonable endeavours to perform the services in accordance with the timetable set out in the agreement, however, Media Refinery does not guarantee the timetable will be met.
- Media Refinery will perform all Search Engine Optimisation (“SEO”) services to the best of their abilities as set out in the agreement, however, Media Refinery cannot guarantee the position or inclusion of the website within search engine rankings or results.
Charges and Pricing
- Prices are estimates only and may be altered without prior notice.
- Where an agreement includes an estimate of hours needed to complete a service, Media Refinery bears no responsibility if the actual number of hours differs from that estimated and reserves the right to revise the estimated price. However, if it becomes clear during the course of providing the service that the number of hours needed to complete the task will exceed the number of hours estimated, Media Refinery will notify the client at the earliest time possible to discuss an updated estimate.
- Unless otherwise stated, an estimate given by Media Refinery does not include the purchase of domain names, marketing and any other options not specified in the estimate.
- All estimates and charges made to the client by Media Refinery are subject to Goods and Services Tax (GST).
- A deposit of 50% of the estimated price is required before the commencement of any work unless otherwise agreed in writing.
- The client shall pay a further 50% of the estimated price within 7 days of the website going live or the service being completed.
- The client shall pay the remaining outstanding fee plus any other costs or disbursements upon handover of the product.
- Certain costs or disbursements may be billed to the client immediately, for example, purchase of a domain name.
- Where services provided extend over a period of a month, Media Refinery may submit a detailed payment claim at intervals not less than one month for services performed up to the end of each month.
- Unless otherwise agreed in writing, payment must be made within 7 days following the date of invoice. Accounts in default are subject to a penalty interest rate of 2.5% calculated on a daily basis on any amounts outstanding.
- If payment is not made within the agreed terms, Media Refinery may suspend or terminate the supply of services, including without limitation, removing the website from the web and suspending hosting services for email.
- Payment can be made either by cash, bank transfer or credit card.
- If Media Refinery incurs any expenses in recovering the monies due from the client, the client shall, on demand, pay those expenses.
- All services provided shall remain the property of Media Refinery until all amounts owing for the services have been paid.
Quality & Review
- Media Refinery makes every effort to ensure the website works on tablets, smartphones and in the latest version of the common browsers available for a fully supported operating system. The website will still work in older browsers, however if the client requires the website to adapt to these, additional costs will be incurred.
- During the development stage of the service, Media Refinery may at intervals provide the client with an opportunity to review the appearance and content of the materials. Such materials will be deemed to be approved by the client, unless the client notifies Media Refinery within 5 days of receipt either in writing or email.
- Once approval or deemed approval has been given, any changes requested by the client shall incur additional costs.
- Where design is requested, Media Refinery will provide up to two revisions as part of the estimated cost. Thereafter additional costs will be incurred.
- Media Refinery reserves the right to include a link to their website in small type at the bottom of each web page of the client’s website.
- Upon entering into an agreement to supply web services to the client, Media Refinery will use their best endeavours to develop the website in accordance with the proposal and as far as is possible, design a website that is responsive, expandable, functional and one that adheres to the W3C Standards.
- The client shall be responsible for the provision of all materials (including data, logos, design, and graphics) required.
- The client agrees to make all materials required to complete the project available to Media Refinery as soon as reasonably possible. All materials supplied by the client must be in an electronic format, of sufficiently high standard and received within the set deadline.
- Media Refinery will not be liable for costs incurred, compensation or loss of earnings due to the failure to meet agreed deadlines.
- The client must ensure that all materials provided will not (and could not reasonably be considered to) be in breach of any statute or any applicable law or applicable industry code.
- The client warrants that all designs or instructions provided to Media Refinery will not cause Media Refinery to infringe any copyright, patent, registered design or trademark in the execution of the client’s order.
- Delivery of services occurs upon completion of the services, even if ownership is retained by Media Refinery.
- Media Refinery’s failure to deliver shall not entitle either party to treat the agreement as repudiated.
- Media Refinery shall not be liable for any loss or damage whatsoever due to Media Refinery’s failure to deliver the services (or any of them) promptly or at all.
- For minor issues, Media Refinery provide informational assistance at no charge. However, Media Refinery reserve the right to determine which issues fall under free support and which fall under development work and will therefore incur additional costs.
- Any confidential information supplied by one party to the other remains the property of that party. Neither party shall disclose the other’s confidential information to a third party. The operation of this clause shall survive during and after the provision of services.
- If any clause inside of these terms is held to be unenforceable, illegal or void, the remaining clauses shall nevertheless remain in full force and effect.
- Where the client acquires the services for business purposes, the client acknowledges that the provisions of the Consumer Guarantees Act 1993 are excluded. Otherwise, all warranties implied by statute shall apply to the supply of the services.
- The client agrees to defend, indemnify and hold Media Refinery harmless from and against any and all claims, losses, liabilities and expenses related to or arising out of the services provided by Media Refinery under the agreement, including without limitation, claims made by third parties related to any false advertising claims, liability claims for products or services sold by the client, claims for patent, copyright or trademark infringement, claims due to disruption or malfunction of services provided hereunder, or for any content submitted by the client for publication by Media Refinery.
- Media Refinery cannot and does not accept responsibility for any alterations by a third party occurring to the client’s web pages once installed.
- Neither party may assign the responsibilities that they have under the agreement to anyone else unless both parties agree to the assignment in writing.
- Either party may cancel the agreement by giving 30 days’ notice to the other party in writing, notifying the intention to do so (“cancellation notice”).
- Where the client has cancelled the agreement and work has already been undertaken, the client shall be liable for all costs incurred (including time spent and materials purchased) in the development of the assets undertaken up to the date of the cancellation notice as well as 10% of the estimated price.
- These terms are governed by the laws of New Zealand and the Courts of New Zealand shall have exclusive jurisdiction to determine any disputes arising under these terms.