TERMS OF SERVICE
Jepsen Ventures Limited trades as JVOS. The JVOS organisation has several specialist departments including:
- Ninja Coders
- Word Gurus
- Conversion Masters
- Social Jedi
- Design Dynamos
- Admin Angels
JVOS will endeavour to operate in a fair and reasonable manner at all times. It is, however, important to have certain contractual aspects agreed in order to protect both parties.
By using the services of Jepsen Ventures Ltd, the Client agrees to abide by the following terms.
Placing an Order:
By placing an order with Jepsen Ventures Ltd, you confirm that you are in agreement with and bound by the terms and conditions below. No signed contract is needed, any correspondence sent to Jepsen Ventures Ltd asking for work to be carried out is seen as placing an order and therefore is accepting these Terms & Conditions and is seen as a legal binding contract. No Physical signature is required as all correspondence is seen as a digital signature. It is assumed that every person placing an order has read these Terms & Conditions, understood them and agreed to them.
The Client – The company or individual requesting the services of Jepsen Ventures Ltd.
Jepsen Ventures Ltd – Primary designer/site owner & employees or affiliates.
Jepsen Ventures Ltd will carry out work only where an agreement is provided either by email, verbally, telephone, mail or fax. Jepsen Ventures Ltd will carry out work only for clients who are 18 years of age or above. An ‘order’ is deemed to be a written or verbal contract between Jepsen Ventures Ltd and the client, this includes telephone and email agreements.
All prices quoted are + G.S.T.
The client has not created any duplicate sites, duplicate content or pages, redirects or doorway pages.
The client has not requested or exchanged links with link farms or undertaken any spamming techniques which may harm the web site’s ranking with Google or other search engines.
It is not possible to give a 100% guarantee for any specific result on any search engine, nor can we quantify the level of increased traffic or sales, as a result of the SEO campaign.
If the client makes any changes to the optimised pages created by Jepsen Ventures Ltd, or does not implement the changes advised by us, any guarantee placed will become void immediately.
Jepsen Ventures Ltd follows a strictly ethical SEO policy and may make void any guarantee should it be discovered that the Client has participated in actions considered undesirable (spamming) by the search engines, such as
Makes use of hidden links
Links to link-farms, FFA link pages, etc.
Uses page redirect or cloaking techniques
Submits the web pages of the site to the search engines, search directories or other websites without the consent of Jepsen Ventures Ltd
Uses automated website submission software or websites
Uses automated reciprocal link programmes
Website Design and Optimisation:
Whilst every endeavour will be made to ensure that the website and any scripts or programmes are free of errors, Jepsen Ventures Ltd cannot accept responsibility for any losses incurred due to malfunction of the website or any part of it.
The website, graphics and any programming code remain the property of Jepsen Ventures Ltd until all outstanding accounts are paid in full.
Any scripts, cgi applications, php scripts, or software (unless specifically agreed) written by Jepsen Ventures Ltd remain the copyright of Jepsen Ventures Ltd and may only be commercially reproduced or resold with the permission of Jepsen Ventures Ltd.
Jepsen Ventures Ltd cannot take responsibility for any copyright infringements caused by materials submitted by the client. We reserve the right to refuse any material of a copyrighted nature unless adequate proof is given of permission to use such material.
Any additions to the brief will be carried out at the discretion of Jepsen Ventures Ltd and where no charge is made by Jepsen Ventures Ltd for such additions, Jepsen Ventures Ltd accept no responsibility to ensure such additions are error free and reserve the right to charge an according amount for any correction to these or further additions.
The client agrees to make available as soon as is reasonably possible to Jepsen Ventures Ltd all materials required to complete the site to the agreed standard and within the set deadline. Once a design stage for a website is ready for approval, the client has up to 5 business days to comment or edit, approve or disapprove the design at that stage. If there are no comments or communication from the client within this time (5 business days) Jepsen Ventures Ltd view this as the design being accepted and is approved for development and therefore the website will be put into the production line for development and coding. Changes to the design after the website has been put into the development stage will be a new stage in development and will be charged separately from the original quote/contract price.
If these materials are not made available within two weeks of being asked for or the time the deadline has been set, then the full amount of the price for the website/marketing is to be paid in full by the client unless there has been specifically arranged conditions between Jepsen Ventures Ltd and the client prior to the project commencing. The project will then be finished when such material has been received and a time slot has been created between the current scheduled projects that are being worked on.
Jepsen Ventures Ltd will not be liable for costs incurred, compensation or loss of earnings due to the failure to meet agreed deadlines.
Jepsen Ventures Ltd will not be liable or become involved in any disputes between the site owner and their clients and cannot be held responsible for any wrongdoing on the part of a site owner.
Jepsen Ventures Ltd will not be liable for any costs incurred, compensation or loss of earnings due to the work carried out on behalf of the client or any of the clients appointed agents.
Jepsen Ventures Ltd will not be liable for any costs incurred, compensation or loss of earnings due to the unavailability of the site, its servers, software or any material provided by its agents.
Once a website has been designed and completed the final balance of payment is then due in accordance with our payment terms. There are no exceptions to this, i.e If the client decides they no longer want the site, as they have commissioned the work and paid a deposit they are still obliged to pay for the work that has been done. Non payment will result in legal action being taken if necessary.
Cancellation and Refunds:
Once an order has been accepted by Jepsen Ventures Ltd, the client will be responsible for full payment of all fees related to the Service/Product/Campaign. If the client cancels the Service/Product/Campaign for any reason (other than as a consequence of Company’s material breach of this Agreement), all fees for the remainder of the scheduled Service/Product/Campaign shall be immediately due and payable, and all pre-paid fees shall be forfeited.
Disclaimers and Limitations on Liability:
Jepsen Ventures Ltd shall not be responsible for URLs dropped or excluded by a search engine for any reason.
Jepsen Ventures Ltd shall not be responsible for delays or failure of performance resulting from Internet Service Provider delivery problems or failure, or any communication or delivery problems associated with Client’s receipt of the Account Service data.
Jepsen Ventures Ltd shall not be responsible for acts or causes beyond their control, including but not limited to: acts of God, strikes, lockouts, communications line or equipment failures, power failures, earthquakes, or other disasters.
Jepsen Ventures Ltd do not represent or warrant that Customers’ URLs will achieve a favourable position, or any position, within a particular search engine.
Jepsen Ventures Ltd do not warrant or represent that the use or the results of the use of the materials available through the Jepsen Ventures Ltd Services or from third parties will be correct, accurate, timely, reliable or otherwise.
You expressly agree that use of the Jepsen Ventures Ltd Services provided hereunder is at your sole risk. These Services are provided on an “as is” and “as available” basis. Jepsen Ventures Ltd expressly disclaim all warranties of any kind, express or implied, including without limitation any warranty of merchantability, fitness for a particular purpose or non-infringement.
Notwithstanding the security precautions taken against disclosure of information, there are certain conditions that exist on the Internet generally which are outside Jepsen Ventures Ltd’ control and could result in a breach of security. Accordingly, Jepsen Ventures Ltd cannot guarantee that Your Account Service data information will be free from corruption or piracy.
You hereby expressly waive any claim against Jepsen Ventures Ltd arising out of the loss of data through corruption, piracy, breach of security or for any other reason that is not based on intentional or grossly negligent actions of Jepsen Ventures Ltd.
Jepsen Ventures Ltd will not be liable for any printing costs on any documents, images, flyers, brochures, pdf’s, books or any other form that have been printed. It is up to the client to check things like images, wording, spelling and grammar before printing is done. Once approval has been received by us to send data to a printer it is understood the the client has proofread everything and agreed to everything that it is correct and ready for print.
To the maximum extent allowed by law, Jepsen Ventures Ltd and any of their parents, members, subsidiaries, affiliates, service providers, licensors, officers, directors or employees shall not be liable for any direct, indirect, special, incidental or consequential damages (no matter how they arose, including negligence, or for interrupted communications, lost data or lost profits, arising out of or in connection with the Services provided hereunder. Further, Jepsen Ventures Ltd will not have any liability for any losses arising because the Jepsen Ventures Ltd’ Services are not operational or accessible. This section does not limit liability for bodily injury of a person.
Jepsen Ventures Ltd will not be liable for any damages that arises from any post made on the client’s social Media account while carrying out services on platforms including but not limited to Facebook, Twitter, LinkdIn, Instagram, Google+, etc.
Database, Application and E-Commerce Development:
Jepsen Ventures Ltd cannot take responsibility for any losses incurred by the use of any software that was recommended to, sold to or created for the client. Whilst every care has been taken to ensure products are problem free and accurate, the ultimate responsibility lies with the client in ensuring that all software is functioning correctly before use.
Any scripts, cgi applications or software (unless specifically agreed) written by Jepsen Ventures Ltd remain the copyright of Jepsen Ventures and may only be commercially reproduced or resold with the permission of Jepsen Ventures Ltd.
Where applications or sites are optimised or developed on servers not recommended by Jepsen Ventures Ltd, the client is expected to provide or seek any information, additional software, support or co-operation pertaining to the server required in order for the application to be correctly developed.
The client is expected to test fully any application or programming relating to a site developed by Jepsen Ventures Ltd before being made generally available for use. Where “bugs”, errors or other issues are found after the site is live, Jepsen Ventures Ltd will endeavour (but is not obliged to) to correct these issues to meet the standards of function outlined in the brief.
The client is expected to final proof any copy or materials created by Jepsen Ventures Ltd before it is made generally available for use.
Jepsen Ventures Ltd will endeavour to ensure that any optimised / designed site or application will function correctly on the server it is initially installed in, however Jepsen Ventures Ltd can offer no guarantees of correct function with all browser software.
Whilst Jepsen Ventures Ltd can host your website or recommend hosting companies to host your website, no guarantees can be made as to the availability or interruption of this service by Jepsen Ventures Ltd, also Jepsen Ventures Ltd cannot accept liability for losses caused by the unavailability, malfunction or interruption of this service, or for loss of turnover, sales, revenue, profits or indirect, consequential or special loss.
Website hosting is non-refundable. Once an order has been accepted by Jepsen Ventures Ltd, the client will be responsible for full payment of all fees related to the website hosting service. If the client cancels the website hosting service for any reason (other than as a consequence of the company’s gross negligence in hosting their website/s), all fees for the remainder of the scheduled service shall be immediately due and payable, and all pre-paid fees shall be forfeited. A minimum of one (1) month shall be given to cancel hosting, the month will be started at the beginning of the next calendar month.
Charges will apply when transferring websites off the Jepsen Ventures Ltd servers, this is to pay for the time involved in downloading and backing up any websites & databases. The hourly rate for this is the standard $120 + gst per hour, there is no set price for this, it is solely determined on time taken to do the service. All fees for this must be paid in full before websites & databases are released.
Jepsen Ventures Ltd reserve the right to refuse to handle in any way, material which may be deemed offensive, illegal or in any way controversial, and also to terminate the free hosting service should the necessity arise.
Your use of the Services is at your sole risk. Jepsen Ventures Ltd is not responsible for files and data residing on your account. You agree to take full responsibility for files and data transferred and to maintain all appropriate backups of files and data stored on Jepsen Ventures servers.
If individual websites are not kept up to date as well they can create security vulnerabilities that can affect the server. It is up to the owner of the website to keep it up to date and to cover the cost of doing so. If in our monthly security scans we find that a site is not up to date then Jepsen Ventures Ltd reserve the right to automatically update websites hosted at the owner’s expense, this is to keep the server secure for all websites hosted on there but also to maintain a secure and optimum website for the client. The cost of this is the standard hourly rate of $120 + gst per hour.
If the client refuses to pay for the service then the website will be put into a quarantine maintenance mode (For a maximum of two weeks, 10 business days) or until payment is received in full, If payment still has not been received within this period of time Jepsen Ventures Ltd reserves the right to delete, sell or use the website created for any purpose it sees fit to. Jepsen Ventures Ltd does not need to hold backups of the website or the database after this time, it is up to Jepsen Ventures Ltd whether a backup of the website and database will be kept, automatic backups on the server will stop immediately once the website has been put into the quarantine maintenance mode. To re-instate the website and database charges are worked out on an hourly rate of $120 + gst per hour, there is no set price for this, it is solely determined on time taken to do the service.
Payment of Accounts:
A deposit is required from any new client before any work is carried out. Regular progress payments must be made at particular stages of development determined by Jepsen Ventures Ltd. Any websites, website development, projects, adverts, graphic designs, campaigns, pages, custom features or anything that Jepsen Ventures Ltd get contracted to provide will remain the sole property of Jepsen Ventures Ltd until full and final payments have been received for the work/service carried out.
It is the Jepsen Ventures Ltd policy that any outstanding accounts for work carried out by Jepsen Ventures Ltd or its affiliates are required to be paid in full, no later than 7 days from the date of the invoice unless by prior arrangement with Jepsen Ventures Ltd. If there is an issue with an invoice, the client must raise the specific issue within 5 days of receiving the invoice – this will not effect the due date of the invoice if the invoice is to be edited.
Once a deposit is paid and work completed you are obliged to pay the balance of the account in full. We will contact clients via email and telephone to remind them of such payments if they are not received when due.
If accounts are not settled on the due date, access to the website may be denied and web pages removed, we will then pass such cases to Debt Collectors and or our Solicitors to pursue payment. The client will be liable for all associated debt collection, legal costs and all costs derived from obtaining original amount owed, this will include, all printing, stationery costs, vehicle expenses, administration, lodging the debt, time associated with getting claims sorted out, time taken to present case in court including travel to and from court. The charge for time will be the standard hourly rate of $120 + gst per hour. A minimum of 8 hours will be charged for administration expenses to collect the outstanding debt.
All associated development costs to re-install the website after payment is received will be charged to the client, this includes administration, server set-up, domain set-up, developer expenses and project management. The charges will be at the standard hourly rate of $120 + gst per hour.
Back-up copies of the website/s / projects are only kept for a maximum of two (2) weeks, after this period has expired it is not up to Jepsen Ventures Ltd to provide copies of the website/s, database/s, designs, content, images or any part of the project undertaken for the client. To re-instal after this period will mean a complete rebuild of the project which will be at the cost of the client. The price shall be at the current pricing structure of Jepsen Ventures Ltd.
If Jepsen Ventures Ltd has purchased domain names on behalf of the client that have not been paid for in full, they will remain on the Jepsen Ventures server until paid for, no transfer code (UDAI) will be given out until payment has been received in full.
On all outstanding accounts/invoices there will be a minimum $50 + gst or 10% late payment fee added, whichever is higher, to the original amount of the invoice plus 25% interest per annum calculated on a daily basis will be added.
In the case that multiple invoices are overdue, any payments that come in will be paid off the oldest invoices first, regardless of the reference number that is cited on the transaction. The client agrees to pay the oldest invoice first.
In the case that a client’s customer disputes or does not pay the clients invoice, this does not exempt the client from paying Jepsen Ventures Limited, or affect our terms in any way.
Anyone who experiences a problem with the web service provided by Jepsen Ventures Ltd should raise the matter directly using our online contact form to do so, giving sufficient information to locate the material (such as a url) and clearly outlining the grounds for complaint.
Jepsen Ventures Ltd will approach the individual responsible for the material in question with a view to resolving the matter to the satisfaction of the complainant.
Relationship of the Parties
The parties intend that an independent contractor relationship will be created by this contract, and that
no partnership, joint venture or employee/employer relationship is intended or implied.
Validity of the Agreement
JVOS reserves the right to cease immediately without liability to provide the service and to terminate this agreement if The Client should go into liquidation or bankruptcy, or if The Client fails to meet any obligation in accordance with this agreement.
If at any point during the Website Development Cycle a client wishes to cancel, they may do so but will
be invoiced an amount that JVOS judges to be proportional to the amount of work completed on the project.
Assignment and Delegation
JVOS may use subcontractors at JVOS’s sole discretion. The Client may not assign or transfer their rights and responsibilities under this contract to another party without the written consent of JVOS.
Association with JVOS
The Client agrees that JVOS may use this project in JVOS’s portfolio of work unless the client specifically request that the relationship with the work remains anonymous.
This Agreement and its validity, construction and effect shall be governed by the laws of New Zealand.
The Consumer Guarantees Act 1993 may apply to any services we provide to you if you acquire these services for personal, domestic or household use. If this act applies, all rights you may have under it apply in addition to the rights you may have in this agreement. Nothing in this agreement will limit or exclude your rights under this act.
Where you acquire or hold yourself out as acquiring our services for the purpose of a business, then you agree that the provisions of the Consumers Guarantee Act 1993 will not apply to our service or the provision of any other services to you.
This agreement shall be deemed to be an agreement made in New Zealand and shall be subject to, governed by and interpreted in accordance with the laws of New Zealand.
Failure by any party to enforce any right or obligation with respect to any matter arising in connection with this contract shall not constitute a waiver as to that matter or any other matter either then or in the future. Any waiver of any right or obligation under this contract shall only be of any force and effect if such waiver is in writing and is expressly stated to be a waiver of a speciﬁed right or obligation under this contract.
Changes and Applicable Law
We reserve the right to make changes to our services and our Legal Disclaimer. We encourage you to review our Services and these terms periodically for any updates or changes. Your continued access or use of our services shall be deemed your acceptance of these Legal Disclaimers and any changes and the reasonableness of these standards for notice of changes. Use of the Service and purchases of products from the Service will be governed by and construed in accordance with the laws of the New Zealand, without giving effect to its conflict of law provisions. You agree that any legal action or proceeding between you and Jepsen Ventures will be brought exclusively in a federal or state court of competent jurisdiction sitting in New Zealand. If any provision of this agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions.
NOTE: YOUR SIGNATURE ON A PRINTED COPY OF THIS AGREEMENT IS NOT REQUIRED. YOUR USE OF OUR SERVICES SHALL CONSTITUTE A VIRTUAL SIGNATURE, HAVING THE SAME FORCE AND EFFECT AS IF YOU HAD ACTUALLY SIGNED A PRINTED COPY OF THIS AGREEMENT.