Terms & Conditions.
These Terms shall be included in all contracts for the supply of services (including advice) by Responsive to the Client. Responsive is owned and operated by Kombi Media LTD.
If there is any conflict between these Terms and any put forward by the Client, these Terms shall prevail.
Reference in these Terms of services includes:
- Services whether supplied separately or together; and
- Advice of any type whatever given by Kombi Media LTD to the Client, even if the Client has not paid for that advice.
Contract and Price
The price is shown on Kombi Media LTD’s order, invoice, packing note, dispatch docket or any other like document in New Zealand dollars (NZ$).
Unless otherwise stated, prices are expressed exclusive of GST. The Client must pay all goods and services tax charged on the supply of goods and services to the Client
Kombi Media LTD reserves the right to increase the price to recover any increase in cost of labour, materials, taxes and charges after the date of the Seller’s order.
Any quoted price may be subject to change as influenced by exchange rate fluctuations.
Unless otherwise stated in writing, any quotation by Kombi Media LTD shall be open for acceptance for 30 days and then withdrawn.
An order placed by the Client shall be deemed to constitute an offer by the Client to enter a contract on these Terms and may be accepted by Kombi Media LTD in writing (email, text) or verbally.
Kombi Media LTD may refuse to accept or delay acceptance of any order for any reason.
This agreement takes effect, when accepted by Kombi Media LTD.
Payments shall be made in NZ Dollars to Kombi Media LTD.
All invoices are submitted by email except where required otherwise by regulations or agreed at Kombi Media LTD’s discretion.
Once an invoice is sent to the Client it must be paid either by bank transfer or credit card made payable to Kombi Media LTD.
Unless agreed to otherwise (before commencement of the project) payment is due 10 days after the date of invoice.
50% deposit must be paid in full within 10 days of the invoice date, and Kombi Media LTD will carry out work only where a deposit has been paid by the Client for the work, unless otherwise agreed at Kombi Media LTDs discretion.
Payments received may be accepted and applied by Kombi Media LTD in respect of any indebtedness of the Client as Kombi Media LTD shall think fit and Kombi Media LTD shall not be bound by any conditions or qualifications attaching to such payments.
Receipt of a cheque by Kombi Media LTD does not constitute payment as cheque payments will not be accepted as a payment method.
Penalty interest is payable from the due date, calculated on a daily basis at the rate of 6% per annum above the (ASB Bank) base rate from time to time. This interest will be payable both before and after judgment entered against the Client in favour of Kombi Media LTD.
In the event of the Client failing to make payments within 10 days of the due dates as set out in this agreement, Kombi Media LTD will be entitled to suspend all services to the Client and the Client will still be liable for all monies due as per the terms and conditions.
Kombi Media LTD reserves the right to disable your website and or email services until payment is received.
No payment may be withheld.
The Client will pay all Kombi Media LTD’s legal and other expenses incurred by it in respect of the recovery of any overdue payment or the recovery of any of the goods. These legal and other expenses will be payable on a solicitor and own client basis (that is, Kombi Media LTD will be fully reimbursed for legal costs and expenses which it incurs).
The Client may request that Kombi Media LTD cancel a project in writing by email or postal mail to Kombi Media LTD and the project is canceled only if Kombi Media LTD confirms work has not been started on the project. If Kombi Media LTD has begun or completed the work and the Client no longer requires the files but have agreed to the work, they are still obliged to pay Kombi Media LTD for the work that has been carried out.
Kombi Media LTD agrees to provide the Client with reasonable notice via e-mail or letter, of any such intent to discontinue or impose conditions, unless it is determined that such notice will cause harm to Kombi Media LTD.
Kombi Media LTD will be entitled to Invoice the Client for work-to-date on all progress of work produced on a month by month basis.
Additional work requested by the Client which is not specified in the agreed quotation is subject to a separate quotation and Kombi Media LTD reserves the right whether to quote or accept additional work. If additional work is accepted by Kombi Media LTD, it may effect timeframes and overall delivery time of the project.
Web Design & Development
Domain Names And Hosting
Client agrees to take all legal responsibility for use of third party domain name, hosting and email services and hereby agrees to indemnify and hold harmless Kombi Media LTD from any claim resulting from the Client’s publication of material and use of the domain name, hosting and email services. Any support or payment due relating to the domain name, hosting and email services are to be made between the Client and the third party service.
Kombi Media LTD reserves the right without notice to refuse work with domain names or third party hosting and email services without reason for such rejection or refusal.
All alterations to website projects are to be requested in writing by email by the Client. Kombi Media LTD reserves the right to advise the Client as such and send a separate quotation to the Client and to request payment for any further alterations. Kombi Media LTD reserves the right to request payment be received for further alterations before continuing work.
Upon completion of an agreed design the Client is asked to confirm in writing by email that the design is signed off as complete and agree that any further design or coding alterations are chargeable.
Client agrees that the page built from a graphic design may not exactly match the original design because of the difference between the display in design software and the rendering of HTML code by various browser software. Kombi Media LTD agrees to try and match the design as closely as is possible when building the code.
Kombi Media LTD endeavors to create pages that are search engine friendly, however, Kombi Media LTD gives no guarantee that the site will become listed with search engines or of certain search results. In no event shall Kombi Media LTD be held liable for any changes in search engine rankings as a result of using Kombi Media LTD’s code.
If an error or issue with the design or code arises during the project which does not allow the design or code to match the original specification, then Client agrees that Kombi Media LTD can apply a nearest available alternative solution.
After site completion, a Client or a third party of their choosing may wish to edit their website content or code themselves to make updates. However, the Client agrees that in so doing they assume full responsibility for any issues which may occur as a result of changing the code themselves. If Client or a third party of their choosing edits the website code and this results in functionality errors or the page displaying incorrectly, then Kombi Media LTD reserves the right to quote for work to repair the website.
Client agrees that it is their responsibility to have regular backups of their website and software made by themselves or third party services in case of a software or hardware failure (unless the a Hosting plan is purchased, in which case it is Kombi Media LTD’s responsibility to keep the website software up to date).
All communications between Kombi Media LTD and Client shall be by telephone, email or Zoom, except where agreed at Kombi Media LTD’s discretion.
Kombi Media LTD shall make every effort to ensure sites are designed to be viewed by the majority of visitors. Sites are designed to work with the main browsers, Edge, Mozilla Firefox, Safari and Google Chrome’s latest releases. Client agrees that Kombi Media LTD cannot guarantee correct functionality with all browser software across different operating systems.
Clients agree that after handover of the site, any updated software versions of the main browsers above, domain name setup changes or hosting setup changes thereafter may affect the functionality and display of their website. As such, Kombi Media LTD reserves the right to quote for any work involved in changing the website design or website code for it to work with updated browser software, domain name or hosting changes.
eCommerce and CMS-based websites are often under attack from systems worldwide. They are dynamic systems. Every reasonable effort is made to ensure the website or eCommerce site is resistant to outside attempts to corrupt site files or alter the site displayed content.
Malicious entry to the site can come from multiple sources beyond Kombi Media LTD's control. e.g. Via the web host server, or externally using site name and password access and via the multiple scripts used on the site that provide functionality. For this reason we recommend the website have 6 monthly security reviews and script updates to maintain greater immunity to these attacks. These updates are chargeable.
Be advised that Kombi Media LTD cannot provide a site that is 100% immune to such attacks and cannot be held responsible for any damage or loss of sales caused by them directly or indirectly. Any required repairs or security updates to the website resulting from the host or outside virus-based or hacking attempts or attacks are therefore chargeable to the client by Kombi Media LTD.
Liability And Warranty Disclaimer
Maintenance and Enhancements
Kombi Media LTD provides maintenance and enhancements services for its clients; however any maintenance or updates are outside the scope of the original design and coding project. When updates are required Kombi Media LTD will provide time and materials based quotes for this work.
Kombi Media LTD provides their website and the contents thereof on an“as is”basis and makes no warranties with regard to the site and it’s contents, or fitness of services offered for a particular purpose. Kombi Media LTD cannot guarantee the functionality or operations of their website or that it will be uninterrupted or error free, nor does it warrant that the contents are current, accurate or complete.
Kombi Media LTD endeavors to provide a website within given delivery timeframes to the best of it’s ability. However, the Client agrees that Kombi Media LTD is not liable for any claims, losses, costs incurred or compensation due to any failure to carry out services within a given delivery timeframe.
The Client agrees Kombi Media LTD is not liable for absence of service as a result of illness or holiday.
The Client agrees Kombi Media LTD is not liable for any failure to carry out services for reasons beyond it’s control including but not limited to acts of God, telecommunication problems, software failure, hardware failure, third party interference, Government, emergency on major scale or any social disturbance of extreme nature such as industrial strike, riot, terrorism and war or any act or omission of any third party services.
Kombi Media LTD is not liable for any consequences or financial losses such as, but not limited to, loss of business, profit, revenue, contract, data or potential savings, relating to services provided.
On handover of files from Kombi Media LTD to Client, the Client shall assume entire responsibility in ensuring that all files are functioning correctly before use.
Whilst every effort is made to make sure files are error free, Kombi Media LTD cannot guarantee that the display or functionality of the web design or the website will be uninterrupted or error free. If after handover of files errors are found in code Kombi Media LTD has created and the main browsers, Edge, Mozilla Firefox, Safari and Chrome, domain name setup and hosting setup are the same as when work began, then Kombi Media LTD can correct these errors for the Client at it’s own discretion.
If after handover of files errors are found in code that Kombi Media LTD has created and the main browsers Edge, Mozilla Firefox, Safari and Chrome have released an updated software version, or the domain name setup or hosting setup has been changed, Kombi Media LTD can correct errors for the Client free of charge and reserves the right to quote separately for any additional work needed as a result of changes to the browser software, domain name setup or hosting setup.
Should Client go into compulsory or involuntary liquidation or cannot pay its debts in the normal course of business, Kombi Media LTD reserves the right to cancel forthwith any projects and invoice Client for any work completed.
Kombi Media LTD shall have no liability to the Client or any third parties for any damages, including but not limited to, claims, losses, lost profits, lost savings, or other incidental, consequential, or special damages arising out of the operation of or inability to operate these web pages or website, even if Kombi Media LTD has been advised of the possibility of such damages.
There are sometimes laws and taxes which affect Internet eCommerce. Client agrees that it is their responsibility to comply with such laws and will hold harmless, protect, and defend Kombi Media LTD and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the Client’s exercise of Internet eCommerce.
Kombi Media LTD may from time to time recommend to the Client that updates are needed to their site to comply with, including but not limited to, new legislations, software releases and web standards. Kombi Media LTD reserves the right to quote for any updates as separate work. Kombi Media LTD may from time to time recommend to the Client that updates are needed to their site to comply with, including but not limited to, new legislations, software releases and web standards. Kombi Media LTD reserves the right to quote for any updates as separate work. Client agrees Kombi Media LTD is not liable for any failure to inform or implement these updates to their site. Client agrees that it shall defend, indemnify, save and hold Kombi Media LTD harmless from any and all demands, liabilities, costs, losses and claims arising from omission to inform or implement these updates. (Under Responsive Hosting plans all software updates will be carried out by Kombi Media LTD).
Print & Graphic Design
Authors and corrections
Client will have opportunities to review presented work and provide feedback. In order to avoid errors, content corrections will not be taken over the telephone and need to be provided electronically. Any copy with extensive changes must also be provided as marked up hard copy, indicating the changes clearly. Client will proofread and approve all final designs, type and press proofs. Kombi Media LTD will make all efforts to ensure that information is correct, however, Client will be ultimately responsible for all content.
For any expenses and materials necessary for Kombi Media LTD to perform services required to complete Client's project including sample prints, stock photography, artwork, and/or any other materials, costs will be passed onto the Client.
Ownership & Copyright
The Client guarantees that all elements of text, images or other artwork you provide are either owned by the Client, or the Client has permission to use them.
Accuracy and quality of all artwork files supplied by the Client or supplied by a third party on the Client's behalf is the responsibility of the Client as well as the impact these files may have on completed products or designs.
Once full payment for services has been made, copyright will be assigned as follows: Client will own the visual elements that we create for Client projects. Kombi Media LTD will supply source files and finished files in professional design formats. These formats may include Adobe Creative Cloud files such as Photoshop (.psd) and Indesign (.indd). Client understand that they may need specialist software and expertise to use these files and that Client should keep them somewhere safe as Kombi Media LTD is not required to keep a copy. Client owns all elements of text, images and data provided by the Client, unless someone else owns them.
Kombi Media LTD reserves the right to display and link Client projects on our own website in the form of a portfolio.
Client agrees to use all Kombi Media LTD services and facilities at their own risk and agree to defend, indemnify, save and hold Kombi Media LTD harmless from any and all demands, liabilities, costs, losses and claims including but not limited to attorney’s fees against Kombi Media LTD or it’s associates that may arise directly or indirectly from any service provided or agreed to be provided or any product or service sold by the Client or its third parties. Client agrees this indemnification extends to all aspects of the project, including but not limited to website content and choice of domain name.
Client also agrees to defend, indemnify and hold harmless Kombi Media LTD against any liabilities arising out of injury to person or property caused by any service provided or agreed to be provided or any product or service sold by the Client or third parties, including but not limited to, infringement of copyright, infringement of proprietary rights, misinformation, delivery of defective products or services which is harmful to any person, business, company or organisation.
Kombi Media LTD and any third party associates agrees that, except if directed by the Client, it will not at any time during or after the term of this agreement disclose any confidential information. Likewise, the Client agrees that it will not convey any confidential information about Kombi Media LTD to another party.
Kombi Media LTD and any third party associates shall use information provided by the Client in relation to this agreement in accordance with the Data Protection Act 1998 and also for the following purposes 1) to identify the Client in communications with them 2) to contact the Client from time to time to offer them services or products which may be of interest to or benefit the Client. This Agreement and its validity, construction and effect shall be governed by the laws of New Zealand.
Kombi Media LTD reserves the right to terminate a project with a Client at any time without prior notification if it finds the Client in breach of these terms and conditions. Kombi Media LTD shall be the sole arbiter in deciding what constitutes a breach. No refunds are given in such a situation.
This agreement shall be governed by the laws of New Zealand which shall claim venue and jurisdiction for any legal motion or claim arising from this agreement. This agreement is void where prohibited by law.
Where one or more terms of this contract are held to be void or unenforceable for whatever reason, any other terms of the contract not so held will remain valid and enforceable at law.
Any and all matters pursuant to this agreement are governed by New Zealand Law and are under exclusive jurisdiction of the New Zealand Courts.
By accepting a quotation or making a payment of invoice to use the services supplied, the Client acknowledges to have read, understand, and accept the Terms and Conditions of this Agreement, and agrees to be legally binding by these Terms and Conditions.
The Consumer Guarantees Act 1993 may apply to any services we provide to you if you acquire these services for personal, domestic or household use. If this act applies, all rights you may have under it apply in addition to the rights you may have in this agreement. Nothing in this agreement will limit or exclude your rights under this act. Where you acquire or hold yourself out as acquiring our services for the purpose of a business, then you agree that the provisions of the Consumers Guarantee Act 1993 will not apply to our service or the provision of any other services to you. This agreement shall be deemed to be an agreement made in New Zealand and shall be subject to, governed by and interpreted in accordance with the laws of New Zealand.