Terms & Conditions

1. GENERAL – These conditions of NIO Digital (NIO Digital) apply to the exclusion of any terms or conditions of the Customer. No variation of these conditions will be binding on NIO Digital or form part of any contract unless expressly accepted by NIO Digital in writing.

2. ESTIMATES – NIO Digital will usually attempt to estimate a price. Where possible a full brief, preferably in writing should be supplied by the Customer to NIO Digital before such an estimate can be prepared.

3. COST VARIATIONS – All prices quoted are, in the absence of specific written agreement to the contrary, estimated only. NIO Digital quotations for design, web development, marketing or other related work are based upon projected working hours at the current service rate, plus materials, and are subject to amendment on or after acceptance to meet any rise or fall in such rates or material costs. Any increased charges or costs arising from alterations or additions to contractual specifications or to work previously approved, may be charged to the Customer. Other expenditure such as material sub-contracted on behalf of the Customer will be quoted separately.

4. CONSEQUENTIAL LOSS – NIO Digital shall not be liable for any loss or damage, whether direct or consequential, which is or may be occasioned to the Customer or to any person with whom he/she is in contractual relations which is in any way attributable to any delay in performance or completion of any contract between NIO Digital and the Customer, however that delay arises.

5. CUSTOMER’S PROPERTY – Customers property when supplied to NIO Digital will be held at the risk of the Customer, although all reasonable care will be taken to prevent loss or damage. If 3^rd parties are sub contracted by NIO Digital and are to use this artwork to complete their requested task, then all artwork remains the property of the NIO Digital customer and may not be copied or used in any manner by the 3rd party for their own works outside of NIO Digital.

Once the job has been completed all copies of the artwork either hard or soft are to be returned to NIO Digital or be completely deleted from their systems or servers.

6. INITIAL WORK – Work produced, whether experimentally or otherwise, at Customer request will be charged for unless otherwise agreed in writing. If the Customer wishes to terminate an order at this stage, a termination invoice will be drawn up charging for time and materials up to this point.

7. PROOFS – Final proofs will be presented by NIO Digital to the Customer for approval prior to publishing. When approval is given by the Customer in the form of a signature upon our approval stamp, he is assumed by NIO Digital to have studied all aspects of the material presented and to be satisfied with them, noting any exceptions in writing.

8. IN THE EVENT THAT – (a) the customer becomes apparently insolvent ( within the meaning of the Bankruptcy)or makes any voluntary arrangement with it¹s creditors, or (b) a petition is presented or a resolution is passed to wind up the customer (other than for the purposes of reconstruction or amalgamation as a solvent company ), or (c) a receiver is appointed over the whole or any part of the assets of the Customer or an administration order is made in respect of the Customer, or (d) the Customer shall otherwise cease trading, or (e) any diligence, distress, execution or other process is levied or enforced against any property of the customer, then in any such event NIO Digital shall (without prejudice to any other right or remedy available to it) be entitled to cancel any contract between itself and the Customer or suspend any further deliveries of goods or the provision of any further services under any such contract without any liability to the Customer and if any goods or services have been delivered or supplied but not paid for, the price of such goods and services shall become immediately due and payable, notwithstanding any previous agreement or arrangement to the contrary.

9. COPYRIGHT
(a) The Customer shall not submit for use by NIO Digital anything whose use would constitute an unauthorised dealing with copyright material. In the event of any breach of this condition resulting in such an unauthorised dealing, the Customer shall remain liable to pay all sums due to NIO Digital under the relevant contract and shall further indemnify NIO Digital against any loss, costs or expenses attributable to such unauthorised dealing.

(b) All copyright and other intellectual property rights in any work created, commissioned or otherwise acquired by NIO Digital in implementation of any contract between NIO Digital and the Customer shall remain with NIO Digital until full payment has been received. For the purposes of these conditions, WORK means and includes any artistic, literary or dramatic work within the meaning of the (amended) Copyright.

PAYMENT – A payment will usually be taken when work begins. Invoicing may be split into agreed phases in the event of lengthy jobs. The final payment will be taken upon completion of finished artwork. Divided payments by standing order may be considered under certain circumstances such as regular consultancy or administrative work.

10.1 PAYMENT (Maintenance) – Maintenance rates will become effective if one of the following is met (a) the original site has been created and paid for in full. (b) otherwise stated in writing by a NIO Digital representative. Maintenance will be charged out at the current Maintenance Rate and will be charged half hourly. A minimum charge of one half hour will apply. NIO Digital has the right to decide if a job meets a maintenance or design title. If the job meets a design title then the design rate will be applicable.

10.2 PROJECT PAYMENT (Project Postponement) – If a project is postponed or cancelled after more than 50% completion, then the balance of works will be invoiced and then completed at the customers continuation date (if any). There may be additional costs to restart the project. If the project is cancelled before 50% completion then a refund will be issued minus charges accumulated by NIO Digital or any 3rd party costs that NIO Digital occurred during the project. These prices will be calculated at NIO Digital standard design rate based on the hours already spent including any 3rd party costs. Setup costs are not refundable. Administration costs will also be applicable. Percentage of works completed will be calculated on current hours spent minus current hours quoted. Proof in the form of a project time sheet will be provided to the customer. For SEO & PPC services please refer to 15f.

11. TERMS – All payments must be made before the invoice due date, unless agreed otherwise. Prices quoted by NIO Digital are exclusive of GST (unless otherwise stated) and where appropriate, be payable by the Customers. Where Hosting invoices are overdue by 30 days NIO Digital reserves the right to lock all email facilities; at 60 days the web site may be closed; at 90 days legal proceedings may commence.

12. TITLE – Ownership of any work delivered to the Customer under any contract between NIO Digital and the Customer, or of any other goods delivered under any such contract, shall not pass to the Customer until payment in full of all sums due to NIO Digital under such contract has been made to NIO Digital. The risk of damage to or destruction of any item delivered by NIO Digital to the Customer shall pass to the Customer upon delivery, notwithstanding that ownership of the item has not then passed, and the Customer shall ensure that such item is adequately insured from time of delivery.

13. SUB CONTRACTING – NIO Digital may employ any person, company or firm as a sub-contractor for the production or provision of any printed, digital service or other item in accordance with any original design or other work produced by NIO Digital for the Customer.

14. NON-PAYMENT- Failure by the Customer to meet financial obligations may result in legal proceedings by NIO Digital under which circumstances ALL legal costs and other administrative expenses will be recoverable in full by NIO Digital.

15. SEARCH ENGINE OPTIMISATION (SEO) and PAY-PER-CLICK SERVICES (PPC) – A specific position in the search engine results is not guaranteed. We will make every attempt to obtain the highest possible ranking for your keyword phrases, but are not liable for circumstances beyond our control. Such as change in policies of the search engines involved, spontaneous drops our other anomalies out of our control.

15a. We will not index sites that promote hate or discrimination based on race, religion, sex, age, sexual orientation or any other type of grouping. We reserve the right to refuse to promote any site we deem as unacceptable for any reason, without explanation.

15b. No retroactive refunds will be made, this service is a monthly, Quarterly our Yearly service. For purposes of this agreement, NIO Digital shall have no responsibility under this agreement during periods when the search engine is not available either for searching or submissions. NIO Digital will not be responsible for any further damages of any kind.

15c. The code that we actually use to index your page with the search engines is proprietary even though it is based on your original pages. The information (all codes, HTML, Java all work that has been manually done) may not be sold, used, or transferred another website without our written permission.

15d. NIO Digital is not liable or responsible for any changes made by 3rd party service providers that cause any negative impacts to a Client’s search ranking, search performance or their businesses revenue. Client’s understand that by engaging NIO Digital for their SEO or PPC work, that there is an element of risk, since the service could be not be abiding by a Search Engine’s or 3rd party provider’s terms and conditions by implementing strategies to help manipulate rankings to gain a business advantage.

15f. SEO & PPC PAYMENTS – No work is undertaken until 100% payment is made.