Smokeylemon - website design | hosting | web marketing | e-news

1.1.     These Terms and Conditions, as amended or replaced from time to time, govern the supply of services (“Services”) by Smokeylemon Limited (“Smokeylemon”) to any company, organisation or individual (“Client”). By completing and returning the Acceptance Return form, the Client agrees to engage Smokeylemon on these terms. Any additional or different terms the Client stipulates or states in any communication with Smokeylemon are hereby negated and will not bind Smokeylemon unless Smokeylemon agrees in writing. 

2.1.     Prices quoted are estimates only and may be altered without prior notice.

2.2.     Where an estimate includes an estimate of hours needed to complete a Service, Smokeylemon bears no responsibility if the actual number of hours differs from that estimated, and reserves the right to revise the quoted 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, Smokeylemon will notify the Client at the earliest time possible to discuss an updated quote. 

2.3.     Unless otherwise stated, any estimate given by Smokeylemon does not include the purchase of Domain Names, marketing and any other options not specified in the quote.

2.4.     All estimates are exclusive of GST.  Services supplied by Smokeylemon are subject to GST.

3.1.     A deposit of 30% of the quoted price is required before the commencement of any work. The Client shall pay a further 60% of the quoted price when the website goes live and the Client shall pay the remaining outstanding fee plus any other costs or disbursements upon handover of the website. Certain costs or disbursements may be billed to the Client immediately. For example, purchase of a domain name.

3.2.     Where Services provided extend over a period of a month, Smokeylemon may submit a detailed payment claim at intervals not less than one month for Services performed up to the end of each month. The value of Services so performed shall include the value of any variations, whether or not the value of such variations has been finally agreed between the parties. 

3.3.     Unless otherwise agreed in writing, payment must be made within 14 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, Smokeylemon may suspend or terminate the supply of Services to the Client and may also remove the site from the web and/or suspend hosting services for email.

3.4.     Payment can be made either by cash, EFTPOS or cheque. Where there is monthly ongoing costs, payment must be made either through credit card or direct debit.

3.5.     If Smokeylemon incurs any expenses in recovering any monies due from the Client, the Client shall, on demand, pay those expenses.

3.6.     All Services provided shall remain the property of Smokeylemon until all amounts owing for the Services have been paid.

4.1.     Quality assurance checks and browser compatibility will extend back to IE6 only unless otherwise agreed in writing.

5.1.     Delivery of Services occurs upon completion of the Services (even if ownership is retained by Smokeylemon).

5.2.     Smokeylemon’s failure to deliver shall not entitle either party to treat this contract as repudiated. 

5.3.     Smokeylemon shall not be liable for any loss or damage whatsoever due to Smokeylemon’s failure to deliver the Services (or any of them) promptly or at all.

6.1.     During the developmental stage of the website, Smokeylemon may at intervals provide the Client with an opportunity to review the appearance and content of the website materials. Such materials will be deemed to be approved by the Client, unless the Client notifies Smokeylemon otherwise in writing or email within 7 days. Once approval or deemed approval has been given, any changes requested by the Client shall incur additional costs. 

7.1.     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 these Services. 

7.2.     The Client agrees to defend, indemnify and hold Smokeylemon harmless from and against any and all claims, losses, liabilities and expenses related to or arising out of the Services provided by Smokeylemon under this agreement, including without limitation, claims made by third parties (including the Client’s customers) 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 Smokeylemon.

7.3.     Smokeylemon cannot and does not accept responsibility for any alterations by a third party occurring to the Client’s web pages once installed.

8.1.     Smokeylemon reserves the right to include a link to its website discretely in small type at the bottom of each website page of the Client’s website.

9.1.     Upon entering into an agreement to supply Services to the Client, Smokeylemon will:

(a)        use its best endeavours to develop the website in accordance with the proposal; and

(b)        as far as is possible, design a website that is expandable, functional and one that adheres to the W3C Standards in Website Design.

10.1.  The Client shall be responsible for the provision of all materials (including data, logos, designs and graphic) to be incorporated into the website. All materials supplied by the Client must be in electronic format and of sufficiently high standard. Additional expenses may be incurred and will be invoiced accordingly for any corrective work or conversion of media.

10.2.  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.

10.3.  The Client warrants that all designs or instructions provided to Smokeylemon will not cause Smokeylemon to infringe any copyright, patent, registered design or trademark in the execution of the Client’s order.

11.1.  Either party may cancel this agreement by giving the other party written notice of its intention to do so (“Cancellation Notice”).  Where the Client has cancelled this agreement and work has already been undertaken, the Client shall be liable for 10% of the quoted price plus all costs incurred (including time spent and materials purchased) in development of the website undertaken up to the date of the Cancellation Notice.

12.1.  The Client authorises Smokeylemon to collect, retain, and use personal information about the Client for the following purposes:

(a)        assessing the Client’s creditworthiness;

(b)        administering, whether directly or indirectly, Smokeylemon’s agreements and enforcing Smokeylemon’s rights in them; and

(c)        marketing products and Services provided by Smokeylemon.

12.2.  The Client has a right under the Privacy Act 1993 to obtain access to and to request correction of any personal information concerning it held by Smokeylemon.  Smokeylemon may charge reasonable costs for providing access to that information.

13.1.  These Terms and Conditions are governed by and construed in accordance with the laws of New Zealand and the Courts of New Zealand shall have exclusive jurisdiction to determine any disputes arising under these Terms and Conditions.