These terms and conditions govern your use of our website. Please read the terms in full before you use this Website. Using the Website implies that you accept these terms. We do occasionally update these terms so please refer back to them in the future.
Please see Section 2 for Terms of Engagement of working with Videos Productions
1. SITE ACCESS
1.1 You will be able to access this Website without having to register any details with us.
2. USE OF WEBSITE
2.1 You are permitted to use our website for your own purposes and to print and download material from this Website provided that you do not modify any content without our consent. Material on this website must not be republished online or offline without our written permission.
2.2 The copyright and other intellectual property rights in all material on this Website are owned by us and must not be reproduced without our prior consent.
3. SITE UPTIME
3.1 We take all reasonable steps to ensure that this Website is available 24 hours every day, 365 days per year. However, this Website may be temporarily unavailable due to issues such as system failure, maintenance or repair or for reasons beyond our control. Therefore we will not be liable if this website is unavailable at any time.
4. VISITOR CONDUCT
4.1 When using this website you shall not post or send to or from this Website any material:
(a) for which you have not obtained all necessary consents;
(b) that is discriminatory, obscene, pornographic, defamatory, liable to incite racial hatred, in breach of confidentiality or privacy, which may cause annoyance or inconvenience to others, which encourages or constitutes conduct that would be deemed a criminal offence, give rise to a civil liability, or otherwise is contrary to the law in New Zealand;
(c) which is harmful in nature including, and without limitation, computer viruses, Trojan horses, corrupted data, or other potentially harmful software or data.
5. LINKS TO AND FROM OTHER WEBSITES
5.1 Any links to third party websites located on this Website are provided for your convenience only. We have no responsibility for such third party websites or their content. We do not endorse the third party websites or make representations about them or any material contained in them. If you choose to access a third party website linked to from this Website, it is at your own risk.
5.2 If you would like to link to this Website, you may only do so on the basis that you link to, but do not replicate, any page on this Website, and subject to the following conditions:
(a) you do not in any way imply that we are endorsing any services or products unless this has been specifically agreed with us;
(b) you do not misrepresent your relationship with us or present any false information about us;
(c) you do not link from a website that is not owned by you; and
(d) your website does not contain content that is offensive, controversial, infringes any intellectual property rights or other rights of any other person.
5.3 If you choose to link to our website in breach of Paragraph 5.2 you shall fully indemnify us for any loss or damage suffered as a result of your actions.
6.1 We take all reasonable steps to ensure that the information on this Website is correct. However, we do not guarantee the correctness or completeness of material on this Website. We may make changes to the material on this Website at any time and without notice. The material on this Website may be out of date, or on rare occasions incorrect and we make no commitment to ensure that such material is correct or up to date.
6.2 The material at this Website is provided without any conditions or warranties of any kind. To the maximum extent permitted by law, we provide access and use of this website on the basis that we exclude all representations, warranties and conditions which for these Terms may have effect in relation to this Website.
7. EXCLUSION OF LIABILITY
7.1 Neither we nor any other party (whether or not involved in producing, maintaining or delivering this Website), shall be liability or responsible for any kind of loss or damage that may result to you or a third party as a result of your or their use of our website. This exclusion shall include servicing or repair costs and, without limitation, any other direct, indirect or consequential loss, and whether in tort or contract or otherwise in connection with this Website.
7.2 Nothing in these Terms shall exclude or limit liability for (i) death or personal injury caused by negligence (as defined by the Unfair Contract Terms Act 1977); (ii) fraud; (iii) misrepresentation as to a fundamental matter; or (iv) any liability which cannot be excluded or limited under the law of New Zealand.
8. GOVERNING JURISDICTION
This Legal Notice shall be governed by, and construed in accordance with, New Zealand law.
Terms of Engagement
This agreement is between the Client and Videos Productions. This is a legally binding agreement, setting out the terms and conditions upon which Videos Productions will supply services. Unless explicitly stated otherwise, these Terms of Engagement will apply upon commencement of your project.
1 Defined Terms
” Videos Productions “: Refers to Goal Investments Ltd and/or AJB Consulting NZ Ltd (trading as Videos Productions), the Party who is providing work for the Client.
“Client”: Refers to the Party receiving work from Videos Productions, generally yourself or your company.
“Agreement”: Agreement refers to this general agreement between the two Parties (Videos Productions and the Client) for the associated Project, comprising the Terms of Engagement as defined in this agreement in accordance with the work to be undertaken on the Project, alongside any associated documentation provided by Videos Productions.
“Party(ies)”: The Party, or the Parties, refers to either Videos Productions and/or the Client.
“Project”: Refers to the job contracted out by the Client to Videos Productions (whether paid or pro bono), as outlined in the quote, estimate, or any other documentation (whether verbal or expressly written) for which this Agreement is based.
“Fees”: Fees refer to the fees for services quoted, as well as additional fees, or any other fees (whether fixed or variable), and fees to cover unexpected costs. Fixed fees refer to those quoted for a fixed amount of work as quoted, whereas variable fees refer to fees relating to an unspecified amount of work yet done and are subject to change.
“Code”: Refers to all back-end content, software, and technologies used and/or created by RIVER for the Project.
“Online Service(s)”: Refers to any online service outlined in the Project that Videos Productions is providing to the client under the Agreement.
“Intellectual Property (IP) Rights”: Intellectual Property Rights refers to patents, trademarks, service marks, trade names, design rights, copyrights, database rights and other Intellectual Property rights whether registered or unregistered including applications for the grant of such right.
“Service Provider”: Refers to third party service providers such as camera men, editors, voice actors etc that Videos Productions may engage.
2 Engagement of Videos Productions
- The Client engages Videos Productions to perform, and Videos Productions agrees to provide, the services set out in this Agreement on the terms and conditions set out in these Terms of Engagement.
b. An Agreement is formed when Videos Productions receives the approval for the Project and this associated Agreement from the Client, or an appointed representative.
3 Intellectual Property Rights
- Nothing in this agreement entitles either Party to use the other Parties name, logo, trademark, or other Intellectual Property (IP) in any way without written consent from the other Party.
- Videos Productions has the right to advertise work it has completed for the Client and add the Project to its portfolio and list of case studies, as well as the right to add a small link to Videos Productions within any online services.
- In regards to production and filming, Videos Productions agrees that the Client shall retain ownership of manual processes specific and unique to the Client (such as the way they interact with their clients). This does not give the Client any ownership or IP rights over any IP owned by Videos Productions.
- The Client owns all graphics and photos pertaining to the Client itself, such as on location photos of their store(s) or related property, their logo, and modifications to their logo or any other content they provide (up to the point where the modifications leave the content applicable to the Client).
- The Client agrees they will not pass any of Videos Productions IP including but not limited to graphics, photos, and any other code/technologies used or created by Videos Productions for purposes of the Project, to any other vendors (that are not part of Videos Productions) without written authorisation from Videos Productions, and understand there may be commercial or financial damages for doing so.
b. Videos Productions agrees to keep any sensitive information or content provided by the Client strictly confidential (unless it is obliged under law to reveal such information), with the exclusion of the price and package as detailed in the Agreement.
6 Fees, Invoicing & Payments
- All fees (whether fixed or variable) relating to the Project to be paid by the Client are set out in the Agreement for the Client, and are exclusive of both GST, and fees for additional services outside of the scope of the Project unless otherwise stated. Videos Productions agrees to abide by all fixed fees agreed upon in the Agreement while working on the Project within scope, though reserves the right to review and update variable fees from time to time.
- For all weekly payment schedule agreements, payments are to be received by Wed morning 9am to Account #02-0110-0128849-000
b. Videos Productions may charge the Client expenses incurred in relation to the Service, including all reasonable out-of-pocket costs (such as airfare, hotel, car rental and copying of documents).
c. Unless agreed otherwise, a minimum non-refundable deposit of 50% of the total Project fees is required for Videos Productions to begin work on the Project, with periodic balance instalments to be paid in advance for each phase of the Project to be completed. Videos Productions also requires all fees for the Project be paid in full before the Client’s product is delivered, unless otherwise agreed.
d. If payments are not made to Videos Productions within 7 days of an invoice, unless otherwise stated or agreed, Videos Productions has the right to stop all work immediately and obtain full ownership of the Project and all related content which Videos Productions is, and has been, working on for the Project, refer the client to a debt collector with all collection costs added to the balance.
f. Any fees not paid to Videos Productions by their due date are subject to late penalties, and Videos Productions has the right to take further actions to claim said funds.
- If any dispute arises relating to, or in connection with, the Agreement which both Parties are unable to resolve through their respective CEOs (or equivalent positions) within 30 days of the dispute arising, then the dispute shall undergo a 30 day period of mediation. After this further 30 days, if the matter has not yet been resolved it shall be referred to the arbitration of a single arbitrator (unless both parties have reached an agreement). Such arbitration shall be carried out in accordance with the provisions of the Arbitration Act 1996.
8 Limited Liability
- The Client agrees that Videos Productions is not liable to the Client or any other Party for any failure to provide any third party service, whether arising from a Service Provider, a failure due to actions of the Client (such as delayed payments, inappropriate or missing content), or otherwise.
b. The Client agrees that Videos Productions shall not be liable in any way for any damages, loss of business, or any other effects or losses due to clause 7 (a) above, whether directly attributable or incidental to such action.
c. The Client agrees to indemnify Videos Productions against any claim or legal action resulting from the content of the Clients material, or any other actions of the Client.
- Videos Productions agrees to indemnify the Client against any claims or legal action taken against Videos Productions not relating to the Client.
9 Term & Termination
- By signing this Agreement or by confirming in writing and by paid deposit, the Client signifies their unconditional agreement to all terms and clauses as stated within this Agreement and in accordance with any associated documentation. This Agreement shall be valid as long as the Client is in any form of business with Videos Productions, which includes on-going hosting, or the Client’s using of content created or used by Videos Productions for the Project.
b. Either Party can terminate this Agreement on reasonable grounds by providing one (1) month written notice not in violation of Clause 3, 4 and 5 above (ie, if the Client is using content created or used by Videos Productions for the Project). The Client agrees that upon their voluntary termination of this agreement, Videos Productions has no obligation to provide the Client with any content relating to their Project, nor refund any deposit(s) paid to Videos Productions for the Project.
c. Upon termination of this Agreement for any reason, the Client agrees to abide by Clauses 4, 5, and 6, in that they will not provide any content created or used by Videos Productions at any date to any outside parties without written consent.
d. Schedules are based on timely communication, and any delays in feedback, content, or payment will cause a delay in project completion and adjustment of the enclosed project plan. Any additional ideas or requests from either party will be noted for future updates, and will incur additional fees accordingly.
The Client and Videos Productions have caused this Agreement to be executed by their duly authorised representatives. All terms and conditions of the Agreement, unless specifically amended herein, shall remain in full effect.