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CIA New Zealand Terms & Conditions

Below are CIA New Zealand Limited's standard Terms and Conditions. These Terms and Conditions are subject to change without notice.

Definitions

“Agency”, “CIA”, “Us” or “We” means CIA New Zealand Limited, a duly incorporated company having its registered office at Palmerston, Otago, New Zealand

“Agents” – employees of CIA New Zealand

“Operatives” – contractors, consultants, volunteers, or suppliers

"You" and/or "client" means the person(s), business, institution, club, government department or other entity accepting the services provided by CIA.

"Mission" or "Missions" means the services requested by and provided to the Client.

Article I – Terms & Conditions - all services

These terms and conditions are to be read in conjunction with our Code of Conduct. Where there is any discrepancy between these terms and conditions and our Code of Conduct, the Code of Conduct will take precedence.

These Terms and Conditions, as amended or replaced from time to time, govern the Missions undertaken by CIA for the Client. CIA reserves the right to modify these terms at any time and shall notify the Client accordingly. Any additions or modifications requested by the Client will not bind CIA in any way whatsoever unless agreed in writing by CIA.

You will be deemed to have accepted these Terms of Trade, upon the earlier of any of the following events:

a. Acceptance of this agreement;

b. Upon any communication from you (by email, phone, fax or mail) requesting us to commence a Mission for you;

b. Upon registration of your domain name;

c. Upon payment of the first hosting fee.

Article II – Price Estimates

Prices provided to Clients are best estimates only. Should work outside the original scope of any Mission be required, CIA will notify the Client of such additions and adjust any estimates as required.

During the course of any Mission where it becomes apparent that CIA has underestimated the time to complete any Mission, CIA reserves the right to update any estimate and advise the Client immediately. Should any revised estimate be substantial, CIA will contact the Client immediately to discuss and agree on a path forward.

Should scoping of any mission be required this will be charged at our standard rate as is applicable to the particular service line (or as agreed in writing between you and CIA). Fixed fees for scoping of missions can be negotiated upon request. Scoping is a safeguard for both the Client and CIA to ensure that the desired results are measurable and achieved.

All costs noted are GST exclusive (unless otherwise advised).

Article III – Payment

Payments to CIA can be made by direct credit to CIA New Zealand Limited, account no. 0901-0630894-00, by way of cash (do not post cash - if wishing to pay by cash please do this in person), or by cheque payable to CIA New Zealand Ltd, 69 Ronaldsay Street, Palmerston 9430, New Zealand (please provide both your client number and invoice reference on reverse of cheque).

A deposit of 33% of the total estimated/quoted cost is payable prior to commencement of a Mission.  This deposit is non-refundable.

Unless otherwise agreed in writing, payment of invoices must be made on or before the 20th of the month following date of invoice. Certain costs or disbursements may be billed to the Client immediately.

At the completion of the design mock-up stage, you may cancel without incurring further expense. Payment of the remaining 67% is required once you authorise CIA to complete the job. Receipt of this payment is due before the design can be made live.

All fees are charged in advance, with statements posted at the end of the calendar month. You must pay all fees charged to your statement prior to cancelling your hosting, even if you have not yet received the statement.

All posted statements must be paid in full by the 20th of each month. Interest at the rate of 20% per annum will be payable on all arrears payments, calculated from the date of default until payment. In addition, any default in payment will result in the suspension of your hosting. If payment is not received within 30 days, your account will be referred to a debt collector.

Any expenses, disbursements & legal costs incurred in the enforcement of any rights contained in this contract shall be paid by the Client, including but not limited to any solicitor's fees, debt collection agency fees and court costs.

Where the Client is utilising CIA's Virtual Assistance Retainer and/or CIA's Website Maintenance Retainer, payment is subject to the terms as agreed in CIA's Retainer Contract.

Any payments required to be made on behalf of the Client whilst utilising the Virtual Assistance services shall be made either by the Client or on behalf of the Client by CIA utilising the Client's banking facilities (as required). We will provide our 100% guarantee that use of such accounts will be strictly for the purpose intended and the Client shall be fully aware of any transaction prior to completion. All account details provided to CIA shall remain fully confidential and secure at all times. Alternately, any monies required to be paid on behalf of the Client can be deposited by the client to CIA's bank account electronically and once cleared the transaction shall be processed by CIA.

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, CIA may suspend or terminate any Missions in progress.

Should CIA incur expenses in recovering any monies owed by the Client to CIA, the Client shall, on demand, pay those expenses.

All Missions undertaken shall remain the property of CIA until all amounts owing for the Mission have been paid.

All costs noted are GST exclusive (unless otherwise advised).

Article IV – Website Hosting & Domain Names

CIA does not permit any objectionable material on their web servers. CIA will not host websites that contain, or link to, any illegal content (under NZ law), nudity, pyramid schemes or gambling. CIA reserves the right to refuse hosting, or terminate hosting immediately, if they believe the content is objectionable. No discussion will be entered into.

Hosting fees are non-refundable. You have the option of monthly, six monthly or annual hosting plans. There will be no refund for any unused portion. You need to notify us prior to your hosting anniversary date if you want to change plans, failing which we are not obliged to make any changes.

The traffic allowances that apply to your hosting plan are shown in Schedule 1. You are required to pay for the costs of any excess traffic on your domain name, and to change to a higher hosting plan in anticipation of a prolonged traffic increase.

Article V - Domain Names

We will provide at least 14 days’ notice of a domain name renewal date. Domain name fees must be paid within five business days of their expiry date, or your website will go offline due to non-payment. You will lose registration rights if you fail to pay your outstanding fees within 90 days after that time. You must notify CIA before the renewal date if you do not wish to renew a domain name, or you may be liable for payment if we have renewed your domain name in good faith.

In addition to these Terms, for domain name registrations of ".nz" domains you are also bound by and you agree to comply with the New Zealand policies published from time to time at www.dnc.org.nz/policies. If you have a .nz domain, then, by entering into this agreement with CIA, you acknowledge that you have read and understood the current policies.

In addition to these terms, for domain name registrations relating to non .nz domains, you are also bound by and you agree to comply with OpenSRS services agreement, published from time to time at http://www.opensrs.com/docs/contracts/Services_Agreement.pdf. Grace periods for various domain suffixes are outlined there, as well as redemption fees for expired domains. CIA will charge a $40 service fee in addition to any OpenSRS fee which will be passed on (Last known redemption fee was about US$80).

Article VI - SSL Certificates

CIA provides industry standard encryption of credit card details via SSL (Secure Sockets Layer) certificates and security behind a firewall, but CIA does not accept responsibility for any transactions completed on your website between you and your customers. Without limiting the generality of the this limitation of liability, CIA is specifically not responsible for transactions occurring through any payment gateways on your website, or by customers placing fake orders, or customers providing invalid payment details, or merchants (or their staff) misusing credit card numbers, or any other monetary transaction on a merchant's website. CIA provides SSL forms for credit card payments, but we do not advise their use, and will not be responsible for any misuse or loss of card details obtained by these means.

Article VII - Data Backup/Restoration

CIA provides offsite backups, and will restore all websites free of charge in the event of a major catastrophe. However, fees will apply to restore individual websites or data due to customer error or non-payment or non-communication.

Article VIII - Email Services

We provide email services at no additional charge to our web hosting service. Email errors can happen at several points in the chain. Therefore, we will only provide a level of support to confirm that email was delivered to your mailbox or ISP, and that for any mailbox provided by us, that both webmail and pop3 services are functioning correctly. If you require additional support, then we can provide support but that time is chargeable. If CIA is at fault, then that time will not be chargeable. We suggest that all businesses ensure they have a local computer technician to diagnose problems at their own end first.

Article IX - Search Engine Optimisation

CIA provides basic industry standard SEO, which includes selection of page titles, opening paragraphs and meta tags, utilising your key phrases as we think best. Although we may give you advice during this work, our time does not include any training as to the methodologies we use. You may pay for additional training time if you would like to learn how to do this yourself. Our aim is to ensure your chosen pages are included in the search results that are relevant to the keywords. We do not guarantee position. Search engines are third parties who change their rules from time to time. They also have significant stand-down periods before pages are indexed, or re-indexed, and may at times block certain pages. We will ensure that your chosen pages are listed in the relevant search results for the keywords you chose (within three months after any other page on your website has been indexed), or we will refund the SEO fee for that page. The term "listed" does not mean top 10 - it means anywhere in the relevant search results.

Article X - Error Reporting

For any reported bug, you must provide the browser type, website address, page title, and required navigation to reproduce the bug. We will not investigate your problem until we have received that information. We will only provide warranty of service for Internet Explorer, Safari, Chrome and Firefox web browsers. If you require compatibility with other browsers, this testing time will be at your own expense. For some advanced features of our content management system, we will only warranty service for use with Internet Explorer version 6 and above on a Windows machine.

Article XI - Operating Hours

CIA Agents and Operatives operate during standard New Zealand working hours and is closed over the Christmas / New Year period. Outside of working hours you should txt/call our emergency mobile numbers for emergency support only. You will be liable for after- hours support time at standard hourly rates, with a minimum fee of $100 per hour, if your issue does not relate to server downtime or errors in functionality of contact forms or shopping carts.

Article XII – Mission Completion

CIA's failure to complete a Mission shall not entitle either party to treat these terms and conditions as repudiated.

CIA shall not be liable for any loss or damage whatsoever due to CIA's failure to complete a Mission promptly or at all.

Article XIII – Limitation of Liability

The Client agrees to defend, indemnify and hold CIA harmless from and against any and all claims, losses, liabilities and expenses related to or arising out of the Missions undertaken by CIA 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 CIA.

CIA is not responsible for any loss of income or any other loss, direct or consequential, suffered by you as a result of down time or loss of your website, caused by

a. suspension of your hosting for failure to pay your fees on time

b. attacks by hackers,

c. crash of your server, or

d. for any other reason which is outside of the control of CIA.

CIA will use its best endeavours to provide a minimum of 99.9% availability of your website. If you receive less than 99.9% uptime over a 3 month period, we will give you a hosting credit on a pro rata basis of 10% reimbursement per 1% outage.

CIA is not liable for any loss or consequential loss of any kind due to any cause including but not limited to, lack of server availability, payment gateway interface, application or configuration error, system error or user error.

In any event where CIA is found in error, any remuneration will be limited to the value of the relevant invoice. Remuneration will be limited to credits and will not be paid in cash.

Article XIV – Credit for Design

CIA reserves the right to include a link to the CIA website discretely in small type at the bottom of each webpage of the Client's website. Unless otherwise agreed, CIA shall, at its discretion, include a profile of Missions completed for the Client (particularly website design, website maintenance, print design and logo design missions) on its website and/or within other media promoting CIA.

CIA reserves the right to request a written testimonial or recommendation from the Client for Missions undertaken.

Article XV – Communications / Newsletters

CIA will send you a monthly newsletter if you have provided your email address to us via our website, requested a quote, or engaged CIA to undertake your Mission. You may unsubscribe at any time. If you are a live website hosting customer, we may send you additional messages from time to time where we have important information to disclose to you regarding changes to our account  processes, terms and conditions, web hosting or domain services.

Article XVI – Client's Obligations

The Client shall be responsible for the provision of all materials (including text, logos, designs and graphics) to be incorporated into any materials or websites produced for the Client. 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.

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 CIA will not cause CIA to infringe any copyright, patent, registered design or trademark in the execution of the Client's order.

Article XVII – Cancellation

Either party may cancel this agreement by giving the other party written notice of its intention to do so. Where the Client has cancelled this agreement and work has already been undertaken, the Client shall be liable for any costs incurred (including time spent and, if applicable, materials purchased). Should any additional work be required by the Client post-cancellation of this agreement, such works shall be invoiced to the Client and are payable immediately.

Article XVIII – Privacy

The Client authorises CIA 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, CIA's agreements and enforcing CIA's rights in them; and

(c)                   marketing products, press releases, and Missions undertaken by CIA. The Client will be automatically registered in our database to receive our electronic newsletter and can opt out of this at any time.

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 CIA. CIA may charge reasonable costs for providing access to that information.  CIA will not share your personal information with any other person, company or government agency, unless required by law or by a court order.

Article XIX – Governing Law

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.