Thank you for becoming a client of our agency. We all look forward to working with you and your team.
JFM reserves the right to change its terms and conditions from time to time, with prior written notice being provided. Any amendment to the terms and conditions shall become effective on any amendments to JFM’s Terms & Conditions being posted the website.
JFM: means Jo Foster Consultancy Ltd trading as JFM Advertising & Design. Client: “Client” refers to the company or individual providing instructions to JFM. The term “Client” also includes prospective clients. These Terms and Conditions shall apply to the provision of all of our services including those of any of our sub brands and or any of our subsidiary companies.
i. These Terms & Conditions apply to all instructions provided by the client to JFM and all work carried out by JFM for a client. ii. If a client consists of more than one person, these Terms & Conditions binds them jointly and each of them severally.
iii. If a client is a trustee and/or company director that trustee and/ or company director are bound by these terms and conditions as if personally liable.
i. In the event of any inconsistency between the Quotation, these Terms & Conditions, and any schedules and/or attachments, these
Terms & Conditions in conjunction with the Quotation shall prevail.
ii. In the event that a client asks JFM to commence work without Quotation, these Terms & Conditions shall prevail.
i. The terms of any offer made by JFM can be varied at the sole discretion of JFM up until the work to be carried out is commenced
and can in any event be further varied in the event of any circumstance arising that was unforeseen or which increases the cost to JFM of carrying out such work.
i. The Client’s acceptance of JFM’s offer, whether by means of email, purchase order, letter of intent, verbal or any other method of acceptance, will constitute the Client’s acceptance of JFM’s offer and these Terms & Conditions.
ii. By providing instructions to JFM, the Client acknowledges that it has read and understands these Terms & Conditions and agrees that it is bound by the obligations created by these Terms & Conditions.
a. Invoices & Payments
i. JFM invoices clients for products and services monthly for the work carried out.
ii. All invoices are due for payment on the 20th of the month following the month in which the invoice is raised, which shall be paid in full. Website payment terms; 30% deposit prior to commencement, 30% in 30 days, and balance due within 7 working days of final project invoice.
b. Default in Payment & Recoveries
i. The Client shall (if so required by the Company) pay interest to the Company at the default interest rate of five percent (5%) per annum above the current base lending rate set from time to time by the Company’s bankers. Interest shall be payable daily until the date when the payment is received; and
ii. The Client shall be liable for all the expenses and costs (including legal costs) in relation to the Company enforcing or attempting to
enforce these Terms and Conditions.
i. Rights & Responsibilities of JFM:
ii. Reasonably Timely: JFM will use its best endeavors to provide the
Services to the Client:
1. In a reasonably timely manner.
2. In the period between the commencement and completion dates, where the written confirmation of agreement specifies these dates.
iii. Flexible & Supported: JFM may:
1. Provide the Services to the Client during such hours and on such days as JFM considers necessary to complete the Services
iv. Rights & Responsibilities of the Client:
ivv. Duty to Co-operate: The Client is responsible for:
1. Delivering the required documents and information and other inputs as agreed upon.
2. Ensuring the above inputs are useable, i.e. in the format and quality specified by JFM.
3. Working with JFM to take all reasonable steps to co-ordinate activities, in order to manage the potential impact on commercial activities of both parties.
v. Trademarking is the sole responsibility of the Client.
i. Rights & Responsibilities of JFM:
1. Rights of Ownership: Unless otherwise agreed, JFM retains all copyright and intellectual property rights arising out of any material prepared by it such as concepts, designs, files, final drawings, ideas, electronic files, documents, etc.
2. JFM is entitled to use artwork as part of their portfolio including concept drawings unless instructed by the client to be kept confidential.
ii. Proposal Concepts & Presentation Materials: If following a presentation the Client does not proceed with providing an instruction to JFM, JFM shall be entitled to make any other use of the ideas and concepts delivered by JFM to the client and the client acknowledges that it will not utilise any material, idea and/ or concept recommended by JFM without providing a formal instruction to and written approval from JFM.
iii. Delivery Dates: All dates and times quoted for delivery of Services and or Products are estimates only and time is not of the essence for the provision of the relevant services.
iv. JFM will use all reasonable endeavours to meet the Deliverables Timetable.
i. Confidential Information:
1. The recipient of Confidential Information belonging to another party must take all reasonable steps to ensure that it keeps confidential during the term of any instruction and at all times in the future after the completion of the instruction and after the termination of these Terms & Conditions.
a. Indemnities & Liabilities
i. Rights & Responsibilities of the Client:
ii. The Client indemnifies JFM, its employees, contractors or professional advisers, in respect of any claims, loss (including legal costs on a solicitor-client and/or indemnity basis and any actual expenses incurred including but not limited to those of any debt collection agency and any direct, indirect or consequential loss), caused by or arising out of, directly or indirectly the carrying out of any instruction by JFM from the Client and/or any act, omission, negligence, or default by or on behalf of the Client and/ or the infringement of any copyright, and/or any other intellectual property right of any third party whether such liability arises under the Fair Trading Act or any other statutory enactment irrespective of whether it is known at the time of infringement that such third party rights exist.
b. Limitation/Exclusion of Liability
i. JFM shall have no liability to the Client for any delay in carrying out any instructions received and/or otherwise as a result of the breach of any terms of these terms and conditions and shall have no liability for any losses suffered to the Client.
ii. Without limiting the foregoing exclusions and limitations on JFM’s liability the following specific exclusions shall also apply:
1. JFM is not liable for content posted by the Client on websites.
2. Screen colours (RGB) may deviate from printer’s colours (CMYK) on various media (e.g. paper, fabrics, films, foils, banners, etc).
3. Figures or photos in printed work or on the Internet are not the responsibility of JFM and no warranties are provided for actual looks and colours.
a. Development & Presentation Costs:
i. JFM reserves the right to charge the Client for presentations in which JFM participates and for costs incurred in developing and presenting proposals on the standard charges and hourly rates charged by JFM for the work involved.
ii. Charges for Interruptions & Corrections
iii. Should JFM incur extra costs because of interruptions, delays, overtime, unusual hours or errors by any party or third party such
extra costs will be added to the Price.
b. Change to Scope & Price:
i. If during the course of carrying out any instruction from the Client it becomes apparent that the scope and timing of performance of the instruction by JFM is required to be extended JFM may, by written notice to the Client, adjust the Price to reflect such variation at the normal hourly and/or other rates charged by JFM for the type of work involved.
c. Proofs & Artwork Files:
i. Proofs of all work may be submitted for Clients approval and the Company shall incur no liability for any errors not corrected by the Client in proofs submitted. Additional charges shall be made for any additional proofs that are required as a result of alterations required by the Client.
ii. Packaging and supplying design files will incur a cost and will be payable by the Client.
i. Prior to any website which the Company has created “going live” on the internet the Client must make payment for all work completed. Should payment not be made and in the event your website is already live and in relation to any work which JFM have undertaken to maintain or update that website then JFM reserve the right to shut down that website until such time as JFM receive full payment.
ii. If the Client has retained the Company to host your website, the Company will charge annual fees, and if the Client falls into arrears in relation to those payments, the Company reserves the right to pull the website down and will not be liable for any consequences which might arise in the event of such a situation arising.
iii. Work requested, outside of the scope of the estimate/ quote and the approved design, will be charged for. After going live, updates
or changes the Client wishes to make to the website will also be chargeable.
iv. Packaging and supplying website files for transfer or taking a website down will incur a cost and will be payable by the Client.
i. All obligations arising out of instructions provided to JFM and/or these Terms & Conditions are subject to the laws of New Zealand.