Terms and Conditions
Michael Rose Web Studio Terms and Conditions
The following terms and conditions apply to all website development / design services provided by Michael Rose to the Client.
Acceptance of work
It is not necessary for any Client to have signed an acceptance of these terms and conditions for them to apply. If a Client accepts a quote then the Client will be deemed to have satisfied themselves as to the terms applying and have accepted these terms and conditions in full.
Please read these terms and conditions carefully. Any purchase or use of our services implies that you have read and accepted our terms and conditions.
Quotations are valid for 30 days from date of issue.
When the Client places an order to purchase a website or website updates from Michael Rose, the order represents an offer to the Michael Rose to purchase the website or website updates. No contract for the supply of services exists between Client and Michael Rose until Michael Rose sends an invoice to the Client for payment. The invoice equals acceptance by Michael Rose (or third party supplier) of the Client’s offer to purchase services from Michael Rose and this acceptance of work is a valid contract between Client and Michael Rose regardless of whether the Client receives the invoice.
Any other services on the order that have not been included in the invoice do not form part of the contract. The Client agrees to check that the details of the invoice are correct and should print and keep a copy for their records.
Michael Rose is liable to withdraw the contract at any time prior to acceptance.
The Client agrees to provide any needed information and content required by Michael Rose in good time to enable Michael Rose to complete a design or website work as part of an agreed project.
Charges for services to be provided by Michael Rose are defined in the project quotation that the Client receives via e-mail. Quotations are valid for a period of 30 days. Michael Rose reserves the right to alter or decline to provide a quotation after expiry of the 30 days.
Unless agreed otherwise with the Client, all website services require an advance payment of fifty (50) percent of the project quotation total before the project can commence. A second charge of forty (40) percent is required after the development stage on delivery of a full working preview, with the remaining ten (10) percent of the project quotation total due upon completion of the work, prior to upload to the server or release of materials.
Additional work requested by the Client that is not specified in the agreed quotation is subject to an additional quotation by Michael Rose on receipt of specification. If the work is needed as part of an existing project, then this may affect time scale and overall delivery time of the project.
Payment for services is due by bank transfer or PayPal. Bank details will be made available on invoices.
- Client Review
Michael Rose will provide the Client with an opportunity to review the appearance and content of the website during the design phase and once the overall website development is completed. At the completion of the project, such materials will be deemed to be accepted and approved unless the Client notifies Michael Rose otherwise within ten (10) days of the date the materials are made available to the Client.
- Turnaround Time and Content Control
Michael Rose will install and publicly post or supply the Client's website by the date specified in the project proposal, or at date agreed with Client upon Michael Rose receiving initial payment, unless a delay is specifically requested by the Client and agreed by Michael Rose.
In return, the Client agrees to delegate a single individual as a primary contact to aid Michael Rose with progressing the commission in a satisfactory and expedient manner.
During the project, Michael Rose will require the Client to provide website content; text, images, movies and sound files.
The client must recognize that at times there may be unforeseen circumstances that will delay the development process, particularly with reference to the integration of third party software. We will try our best to complete the project as agreed in the proposal. As long as it is within a reasonable period, the client agrees not to penalize us for any genuine delay, when every effort to keep the project on the proposed schedule is taken.
- Website content
Website content and all related materials need to be provided to us within the first two weeks of starting the project. Any delays thereafter may delay the project and may incur additional charges if it goes beyond reasonable timeframe.
All prices are quoted in New Zealand dollars and are exclusive of GST unless specified. GST does not apply to international orders.
Milestone payments must be made within 7 days of each milestone/schedule, unless mutually agreed otherwise. Final payment must be made prior to website going live. Invoices will be provided by Michael Rose upon completion but before publishing the live website. Invoices are sent via email and final invoice is due upon receipt.
For minor or once-off works, payments need to be made either in advance or as per the terms mentioned in the invoice/proposal. If you require any changes to the terms, you must inform us in writing (emails accepted) within two working days of the receipt of the same.
Late fees and charges: All outstanding invoices that remain unpaid thirty (30) days after the date of the invoice will be assessed a service charge in the amount of the higher of two and one-half percent (2.5%) or $30NZD per month of the total amount due.
- Additional Expenses
Client agrees to reimburse Michael Rose for any additional expenses necessary for the completion of the work. Examples would be purchase of special fonts, stock photography etc.
- Web Browsers & Devices
Michael Rose makes every effort to ensure websites are designed to be viewed by the majority of visitors. Websites are designed to work with the most popular current browsers (e.g. Firefox, Internet Explorer 9+, Google Chrome, etc.) and devices i.e. mobile, ipad etc. Client agrees that Michael Rose cannot guarantee correct functionality with all browser software across different operating systems and devices.
Michael Rose cannot accept responsibility for web pages which do not display acceptably in new versions of browsers and/or devices released after the website have been designed and handed over to the Client. As such, Michael Rose 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 and/or devices.
Accounts unpaid thirty (30) days after the date of invoice will be considered in default. If the Client in default maintains any information or files on Michael Rose's Web space, Michael Rose will, at its discretion, remove all such material from its web space. Michael Rose is not responsible for any loss of data incurred due to the removal of the service. Removal of such material does not relieve the Client of the obligation to pay any outstanding charges assessed to the Client's account. Clients with accounts in default agree to pay Michael Rose reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by Michael Rose in enforcing these Terms and Conditions.
Termination of services by the Client must be requested in a written notice i.e. via email and will be effective on receipt of such notice. The 5 Client will be invoiced for any work completed to the date of first notice of cancellation for payment in full within thirty (30) days.
All Michael Rose services may be used for lawful purposes only. You agree to indemnify and hold Michael Rose harmless from any claims resulting from your use of our service that damages you or any other party.
The Client retains the copyright to data, files and graphic logos provided by the Client, and grants Michael Rose the rights to publish and use such material. The Client must obtain permission and rights to use any information or files that are copyrighted by a third party. The Client is further responsible for granting Michael Rose permission and rights for use of the same and agrees to indemnify and hold harmless Michael Rose from any and all claims resulting from the Client's negligence or inability to obtain proper copyright permissions. A contract for website design and/or placement shall be regarded as a guarantee by the Client to Michael Rose that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested.
- Standard Media Delivery
Unless otherwise specified in the project quotation, this Agreement assumes that any text will be provided by the Client in electronic format (ASCII text files delivered on floppy disk or via e-mail or FTP) and that all photographs and other graphics will be provided physically in high quality print suitable for scanning or electronically in .gif, .jpeg, .png or .tiff format. Although every reasonable attempt shall be made by Michael Rose to return to the Client any images or printed material provided for use in creation of the Client's website, such return cannot be guaranteed.
- Design Credit
A link to Michael Rose can appear in either small type or by a small graphic at the bottom of the Client's website. If a graphic is used, it will be designed to fit in with the overall site design. If a client requests that the design credit be removed, a nominal fee of 10% of the total development charges will be applied. When total development charges are less than $5000, a fixed fee of $500 will be applied. The Client also agrees that the website developed for the Client may be presented in Michael Rose's portfolio.
- Access Requirements
If the Client's website is to be installed on a third-party server, Michael Rose must be granted temporary read/write access to the Client's storage directories which must be accessible via FTP. Depending on the specific nature of the project, other resources might also need to be configured on the server.
- Post-Placement Alterations
Michael Rose cannot accept responsibility for any alterations caused by a third party occurring to the Client's pages once installed. Such alterations include, but are not limited to additions, modifications or deletions.
- Domain Names
Michael Rose may purchase domain names on behalf of the Client. Payment and renewal of those domain names is the responsibility of the Client. The loss, cancellation or otherwise of the domain brought about by non or late payment is not the responsibility of Michael Rose. The Client should keep a record of the due dates for payment to ensure that payment is received in good time.
These Terms and Conditions supersede all previous representations, understandings or agreements. The Client's signature below or payment of an advance fee constitutes agreement to and acceptance of these Terms and Conditions. Payment online is an acceptance of our terms and conditions.
- Law of Contract
This contract shall be governed by the laws on New Zealand and the parties irrevocably accept the jurisdiction of the New Zealand Courts.
Michael Rose hereby excludes itself, its Employees and or Agents from all and any liability from:
- Loss or damage caused by any inaccuracy;
- Loss or damage caused by omission;
- Loss or damage caused by delay or error, whether the result of negligence or other cause in the production of the web site;
- Loss or damage to clients' artwork/photos, supplied for the site. Immaterial whether the loss or damage results from negligence or otherwise.
The entire liability of Michael Rose to the Client in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the charges paid for the Services under this Agreement in respect of which the breach has arisen.
In the event any one or more of the provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the remaining provisions of this Agreement shall be unimpaired and the Agreement shall not be void for this reason alone. Such invalid, illegal or unenforceable provision shall be replaced by a mutually acceptable valid, legal and enforceable provision, which comes closest to the intention of the parties underlying the invalid.