Terms and Conditions current as of Spet 1, 2011.

In the following Terms and Conditions, No Bull I.T. will be referred to as “NBIT”, and the client will be referred to as “the Client”.

1. Amendments

NBIT reserves the right to change this document at any time, at which time a notice will be posted on the NBIT website advising the date of such changes.

The following Terms and Conditions of Service apply to all products and services provided by NBIT.

Continued use by the Client of NBIT’s services will constitute implicit acceptance of NBIT’s Terms and Conditions.

2. Acceptance of Terms & Conditions

All work is carried out by NBIT on the understanding that the Client has read, understands and agrees to be bound by NBIT Terms and Conditions.

Our service is like any other software, once opened it cannot be returned.

Many of NBIT services are supplied to The Client through the use of time. Since time is our biggest commodity all of our services naturally arrives to The Client already opened.

Unless The Client can refund back the time spent on your project(s) no refunds will be given. Thus once NBIT perform and complete services for The Client, by The Client’s request, all invoices are due by the date listed.

3. Quotations

Upon requesting a quote, the Client will be sent a confidential written quotation in electronic format. The quote will outline the costs for services requested, and will include an estimated time-frame of delivery.

Typically all quotes from NBIT are valid for 14 calendar days only and are subject to change should the scope of requested project change, or if more resources are necessary to complete the project than originally anticipated. Any changes to quotes will be in consultation with the Client.

4. Project Acceptance

The written quotation supplied by NBIT will outline any required fees and costs that must be paid prior to work commencing on the project. Payment of the required booking or commencement fees signifies the Client accepts NBIT’s Terms and Conditions. Once payment is received a contract to complete the work exists.

Due to high-demand, NBIT sometimes accepts work on a booking basis. This is a “First come, first served” arrangement and in order to confirm and secure your booking, a non-refundable deposit of 20% of the quoted project costs will become immediately due to secure the booking at the quoted price.

5. Briefs and Changes to Projects

Once the project quote has been accepted, the Client is required to submit a final, authoritative Project Brief outlining the total project scope. This document encapsulates and includes the Web Design Brief, Logo Design Brief, Copywriting Brief, Custom Programming Brief and/or other briefs as required to define the project. These documents will be used as the primary source of information during the development process, and will become the primary foundation upon which the entire project rests.

Should any of the above-mentioned briefs supply information that differs to or contradicts information supplied by the Client during the initial quotation process, NBIT reserves the right to alter the project costs and time lines appropriately in consultation with the Client. NBIT retains the right to decline to carry out any work not detailed in the original authoritative Project Brief without giving reason.

Should the Client wish to alter the description or nature of the project, the Client will submit a written request to NBIT to provide additions to the project, or modify the scope of the project.

After receipt of this request from the Client, NBIT shall provide the Client with a written statement (“Change Brief”) setting forth:

  1. The nature of the change requested,
  2. The anticipated effect of implementing the requested changes upon the related Project Brief,
  3. Any changes to the estimated time of delivery and price adjustments, and other such information as either NBIT or the Client deems material.

After submission of a Change Brief to the Client, the Client shall accept or reject it in writing within 5 business days. If the Client fails to accept the Change Brief, the original unmodified Project Brief shall remain in effect.

Once the Client accepts the Change Brief, the change brief becomes part of the authoritative Project Brief.

NBIT retains the right to decline changes outside of the original project scope without giving reason.

6. Deadlines and Delivery Dates

NBIT shall use commercially reasonable efforts to meet all project schedules and requested delivery time frames agreed upon in the Project Brief. Such scheduled dates and delivery time frames in all cases represent estimates or targets only, and should never be accepted either explicitly or implied as a guarantee of delivery on or prior to the above-mentioned dates.

the Client agrees not to hold NBIT liable for any consequential losses associated with project delays, for any reason.

7. Design

During the design process, it is expected that the Client will work with NBIT to reach the results outlined in the project briefs. This includes: providing timely feedback on creative presented, as well as a willingness to clarify and elaborate on details as required. the Client must, at all times, work with NBIT to achieve the outcomes specified in the Project Brief.

Ownership of the final components supplied by NBIT in fulfilment the Project Brief is only transferred to the Client upon final payment of all outstanding fees and costs. Any discarded concepts, ideas, designs and/or code remain the property of NBIT, and must not be used by the Client under any circumstances, unless purchased separately.

the Client grants explicit permission for NBIT to use above-mentioned final components for self-promotional purposes.

While NBIT takes all care to ensure error-free documents and designs, it is the Clients’ responsibility to notify NBIT of any error or omissions prior to finalization of the account. Changes after finalization of accounts will be considered New Work and will incur a separate fee.

8. Project Completion

A project is deemed complete when the requirements detailed in the authoritative Project Brief are fulfilled by NBIT. Project Acceptance is otherwise implied by;

  1. Written acceptance of the project by Client,
  2. Use and/or distribution of files or designs by Client,
  3. Failure of Client to respond to requests for information after 15 calendar days.

9. Warranty

NBIT agrees to provide at no cost to the Client reasonable technical support during a warranty period of 7 days after delivery of any website project. Such assistance shall not exceed 2 hours. This support shall not include additions to the website or text changes.

Support and maintenance beyond the above provision will be chargeable at NBIT’s standard maintenance rates as per Section 10.

10. Maintenance

NBIT agrees to provide the Client with reasonable ongoing maintenance on above-mentioned website project for an hourly fee of $95 per hour (incl GST) for a period of 6 calendar months after the last day of the Warranty Period.

After the above-mentioned 6 calendar month period has elapsed, NBIT agrees to provide the Client with reasonable ongoing maintenance on above-mentioned website project at NBIT’s standard hourly maintenance rates at the time the Clients’ request is received.

In all cases, NBIT will provide an estimate of fees upon the maintenance being requested by the Client, and work will only commence upon the Client’s expressed acceptance of the estimated fees.

NBIT calculates maintenance fees based on 30-minute blocks. Payment of said fees shall be made in accordance with section 11 of these Terms & Conditions.

Maintenance is only available for completed websites hosted on NBIT servers. For modifications to a project-in-progress, please refer to Section 5, “Briefs and Changes to Projects” above.

11. Payment Terms

Prior to commencement of any design or programming, a non-refundable commencement fee of 50% of the project costs is due.

During periods of extremely high-demand NBIT accepts work on a booking basis. This is a “First come, first served” arrangement, and in order to confirm your booking, a non-refundable booking fee of 20% of the quoted project costs will become immediately due.

For all projects exceeding $1000 a non-refundable progress payment will be required from time-to-time during the design and/or development process at the discretion of NBIT.

Progress payments are generally in 30% intervals. Should the Client be issued with a progress payment invoice the amount is payable before further work is performed on the project.

Generally payment terms are structured as below:

  1. 50% payable prior to the commencement of the design process (if a booking is required, this will be broken into two payments; 20% booking fee, and 30% design commencement fee),
  2. The first progress payment will be due two weeks after the project has begun. 30% of the remaining 50% project cost will be due before further work will commence,
  3. The second progress payment of 30% will be due four weeks after the project has begun.Remainder due upon completion of project and prior to release of files and/or “go live” of website.

Publication and/or release of work performed on behalf of the Client by NBIT may not take place before cleared funds have been received – except in the case of a pre-arranged payment plan agreed to in writing by NBIT.

Any deposits or booking fees or progress payments are non-refundable under any circumstances.

12. Paying your Account

  1. Invoices only are issued. No statements will be issued.
  2. Unless otherwise stated in writing by NBIT, the Client agrees that all amounts are immediately due under this Agreement from the date of NBIT’s invoice.
  3. NBIT accepts payment by Direct Deposit or Cheque or Cash.

13. Late Payments & Default

Accounts which remain outstanding for 28 [calendar] days will be charged interest of 2.5% per 28 days, calculated every 28 days, on the overdue principal from the date the debt is incurred until the date of payment.

A $55 (incl GST) administrative service charge is payable on all overdue balances for reissuing each invoice at 45, 60, 75, and 90 from the date of original invoice. The grant of any license or right of copyright is conditioned on receipt of full payment.

An account shall be considered in default if it remains unpaid after 90 days from the date of invoice, unless prior arrangements have been made. NBIT shall, at its sole discretion, suspend any and all services provided to the Client by NBIT or its subsidiaries (including but not limited to hosting, websites, and email) and employ debt collection measures until the total outstanding balance has been fully paid. This includes any and all unpaid monies due for services, including, but not limited to design, hosting, domain registration, search engine submission, maintenance, sub-contractors, printers, photographers and libraries plus bank interest calculated daily for each day payment is overdue.

Clients whose accounts are in default agree to pay NBIT reasonable legal expenses and third party collection agency fees in the enforcement of these Terms and Conditions.

Property of the goods will not pass to the Client for any reason whatsoever until all moneys have been paid by the Client.

NBIT retains the right of entry to take possession or suspend services when an account becomes in default and / or in the event of insolvency.

Suspension of such services does not relieve the Client of its obligation to pay the due amount.

14. Project Cancellation

Once a Project Brief has been agreed to by the Client by way of confirmation of a deposit a binding contract to complete the project exists. Work may only be cancelled or amended with agreement, in writing, with NBIT. In any event, the cost of all work (or part thereof) performed by NBIT for the Client, whether used by the Client or not, will be invoiced and must be paid for. All work will be billed at the hourly rate of $120 (incl GST) per hour. “Work” is defined by, but not limited to the following:

  1. Consultation with the Client or any third parties in relation to the project,
  2. Research,
  3. Planning,
  4. Sketching,
  5. Briefing,
  6. Setting up accounts,
  7. Design work,
  8. Programming work,
  9. Administrative functions,
  10. Copywriting,
  11. Providing information, referrals or otherwise supplying client with resources at clients’ request.

NBIT reserves the right to withhold files and designs from a client in the event of cancellation, until such time as all outstanding invoices for work performed by NBIT has been paid for. the Client is expressly prohibited from using any files, designs, or intellectual property supplied by NBIT for any purpose until such time as all accounts have been settled in full or as otherwise agreed to in writing by NBIT.

NBIT reserves the right to terminate a contract without giving reason.

In the event of cancellation, NBIT will retain all deposits and payments made up until the time of cancellation regardless of work done and may issue an invoice for any work carried out over and beyond the amount already paid.

Cancellation of your project with NBIT does not dissolve your obligations to NBIT under these Terms and Conditions.

Payment of cancellation fees are due immediately from the date of cancellation notification and are subject to the terms outlined in Section 11, 12 and 13.

A project is ONLY deemed cancelled if;

  1. A client requests in writing a cancellation and NBIT agrees in writing that a client may cancel their project with NBIT,
  2. A client does not respond to request for feedback, or correspondence within 30 days,
  3. A client breaches Terms and Conditions set forth by NBIT or breaches separate contractual agreements issued by NBIT,
  4. A client instructs third parties to commence or complete services requested from NBIT at time of quotation,
  5. NBIT cancels the project in writing.

15. Dispute Resolution

In the event of a dispute, the Client agrees to make all reasonable attempts to contact NBIT in writing and negotiate a reasonable outcome with NBIT before proceeding with any form of litigation.

16. Additional Materials

It is common with web and graphic design that the use of additional materials may become necessary during the design process. Stock photography or commercial fonts are often used and are purchased commercially for your designs by NBIT. In the event that stock photography or a requested commercial font is required, a price per picture and per font will be applied to the final design fees, and is payable in addition to design services. Fees for additional materials vary and NBIT reserves the right to alter fees as necessary.

the Client shall reimburse NBIT for all expenses arising from this assignment, including the payment of any sales taxes due on this assignment, and shall advance NBIT for payment of said expenses, including but not limited to Stock Photography, Artwork, Commercial Fonts, and/or any other material required to complete the project.

17. Copyrights and Trademarks

By supplying text, images and other data to NBIT for inclusion in the Client’s website or other medium, the Client declares that it holds the appropriate copyright and/or trademark permissions. The ownership of such materials will remain with the Client, or rightful copyright or trademark owner.

Ownership of the final artwork designed by NBIT on behalf of the Client will be transferred to the Client upon final payment unless otherwise specified by NBIT – this does not include code or software. Copyright and license on all software and code remains the property of NBIT or its otherwise respective owners. NBIT provides license for the Client to use supplied software and code for its intended purpose. No license for modification or re-use of said software or code is provided unless otherwise specified by NBIT in writing.

Any discarded concepts and ideas remain the property of NBIT and must not be used by the Client under any circumstances unless purchased separately.

NBIT may use all design material freely in the pursuit of promotional purposes.

Should NBIT, or the Client supply an image, text, audio clip or any other file for use in a website, multimedia presentation, print item, exhibition, advertisement or any other medium believing it to be copyright- and royalty-free, which subsequently emerges to have such copyright or royalty usage limitations, the Client agrees to allow NBIT to remove and/or replace the file on the site.

the Client agrees to fully indemnify and hold NBIT free from harm in any and all claims resulting from the Client in not having obtained all the required copyright and/or any other necessary permission.

18. Design Credits

the Client agrees to allow NBIT to place a small credit on printed material, exhibition displays, advertisements and/or a link to NBIT’s own website on the Client’s website. This will usually be in the form of a small logo or line of text placed towards the bottom of the page (footer) or on a separate page linked to by the main pages of the website.

In the case of digital illustrations credit must be given where asked. Should a derivative work be based on illustrations by NBIT, NBIT must be credited if asked for credits at all.

the Client also agrees to allow NBIT to place impressions of websites and other designs, along with a link to the Client’s site, on NBIT’s own website for demonstration purposes and to use any designs in its own publicity.

Removal of any of the above-mentioned design credits will incur a Licensing Fee at the discretion of NBIT, payable within 21 days of invoice.

19. Rights of Refusal

NBIT reserves the right to refuse or cancel any project, at anytime, without giving reason.

NBIT will not include in its designs, any text, images or other data which it deems to be immoral, offensive, obscene or illegal. All advertising material must conform to all standards laid down by all relevant advertising standards authorities. NBIT also reserves the right to refuse to include submitted material without giving reason.

Any images and/or data that NBIT does include, in good faith, and then finds out that it contravenes these Terms and Conditions, the Client is obliged to allow NBIT to remove the contravention without hindrance, or penalty. NBIT is to be held in no way responsible for any such data being included.

20. Hosting & Server Access

Websites are hosted by NBIT. Due to copyright and protection of NBIT propriety software and design procedure, a website must be housed on the NBIT servers for a minimum of 6 months from date of website “Go live”. After this time, a website and files at the discretion of NBIT may be removed from the NBIT servers with written permission by NBIT, at a cost of $660 (incl GST). This fee includes provision of the website files and database in .zip format, and reasonable technical assistance in the migration to the new hosting server.

At no time during the initial 6 month hosting period may a third-party be allowed access to the raw files or databases stored on NBIT servers, under any circumstances, without the written permission of NBIT.

NBIT reserves the right to refuse removal, release or access to any files or material which NBIT thinks may be used by competing businesses for financial gain or which may in any way expose NBIT’s trade or operational or intellectual secrets.

21. Disclaimer & Limitation of Liability

NBIT makes no warranties of any kind, express or implied, for any and all products and/or services that it supplies. NBIT will not be held responsible for any and all damages resulting from products and/or services it supplies. NBIT is not responsible for any loss, or consequential loss of data, or non-delivery of products or services, of whatever cause.

While NBIT will take reasonable steps to investigate the materials recommended, NBIT accept no responsibility for the performance or quality of materials or any consequential loss arising from their failure.

the Client agrees not to hold NBIT responsible for any such loss or damage. Any claim against NBIT shall be limited to the relevant fee(s) paid by the Client. NBIT reserves the right to use the services of sub-contractors, agents and suppliers and any work, content, services and usage is bound by their Terms and Conditions.

NBIT will not knowingly perform any actions to contravene these Terms and Conditions and the Client also agrees to be so bound. NBIT and its clients agree to comply with Printers Terms and Conditions which include disclaimers for non-completion on time and the flexibility to supply quantities within 10% of the total ordered.

22. Ownership and return of artwork

NBIT retains ownership of all original artwork, whether preliminary or final. the Client shall return such artwork within 30 days of use unless indicated otherwise. If transfer of ownership of all rights is desired, the rates may be increased. If the Client wishes the ownership of the rights to a specific design or concept, these may be purchased at any time for a recalculation of the hourly rate on the time billed or the entire project cost.

23. General

These Terms and Conditions supersede any previous Terms and Conditions distributed in any form. NBIT reserves the right to change any rates and any of the Terms and Conditions at any time and without prior notice.