Terms & Conditions

Terms & Conditions | Activate Design Limited

Whereas the client has accepted in writing any quote or proposal prepared by Activate Design for the supply of web and or multimedia services to the client, both parties now agree to be bound by the following terms and conditions.

Background

This agreement applies to the provision of all web design, web development, online promotion, email and multimedia services ordered by the client from Activate Design.

Definitions

In this agreement the terms listed below will have the following meanings;

Relationship of the Parties

The parties agree that no partnership, joint venture or employment relationship is intended or implied by this Agreement. For the avoidance of doubt, where Activate Design holds or processes Personal Information on behalf of the Client, Activate Design does so as the Client's agent for the purposes of section 11 of the Privacy Act 2020, and the Client remains the principal agency in respect of that information.

Client consent to receive electronic messages from Activate Design

The client agrees to receive electronic messages from Activate Design regarding their website, and consents to receive electronic commercial messages from Activate Design regarding Activate Design's products, services and latest company news. In compliance with the Unsolicited Electronic Messages Act 2007 Activate Design will not send messages to the Client should the Client specifically opt out of receiving electronic messages from Activate Design.

Commencement of Services

Activate Design will commence supply of the web or multimedia services as specified in the order only after receipt of the following:

• written confirmation of the order by the Client; and
• payment by the client of the deposit payment; and
• any documentation such as, but not limited to, the design brief, artwork, content or source files as requested by Activate Design.

Activate Design Obligations

Activate Design will provide the services with reasonable skill and care, in accordance with industry standards generally applicable to similar services in New Zealand, and will endeavour to build and maintain a good working relationship with the Client. Activate Design also agrees:

• To prepare and supply to the client, design proofs for the client to review and approve;
• To prepare the website page templates based on the visual design approved by the client;
• To prepare the functional aspects of the website based on the specifications in the web development proposal that have been ordered in writing by the client, agreed to verbally or approved online;
• To set up the website hosting account if hosting has been ordered;
• To register any domain name(s) requested by the Client in a timely manner;
• To provide the client with regular updates throughout the project's life cycle;
• To make the client fully aware of any issues or obligations that need to be attended to by the Client;
• To coordinate the live release of the website onto the world wide web;
• To provide support to the Client in terms of familiarisation with the Content Management System if this functionality has been ordered by the client;
• To respond in a timely manner to the Client's requests for information.

Client Obligations

Throughout the web or multimedia project life cycle, the client agrees to the following obligations:

• To ensure that any of its employees or agents acting on its behalf are fully authorised by the Client to instruct Activate Design;
• To provide content for the website or multimedia presentation within the timeframes specified by Activate Design;
• To sign off the website or multimedia deliverables including but not limited to; initial design visuals, page layouts, content, and functionality, in a timely manner prior to the live release of the website;
• To inform Activate Design of any issues in relation to the project that may impact on the delivery of the project;
• To respond to requests for information or clarification from Activate Design in a timely manner.

Testing and Sign Off

Throughout the web or multimedia project life cycle, Activate Design will request that the Client tests and approves each deliverable. If the Client is not satisfied with a deliverable, Activate Design will make the necessary changes and will ask the Client to re-test the deliverable. This process will continue until the relevant deliverable is accepted by the Client, provided that the functionality of the deliverable is as per the original specification. If during the project life cycle the Client requests additional or changed functionality and/or content from the deliverables outlined in the order or web development proposal, Activate Design will provide a time and materials quote which will be in addition to the cost of the web design project.

Copyright & Intellectual Property

The placing of an order by the Client constitutes a guarantee that all necessary authority and permissions have been obtained by the Client in respect of the artwork and content supplied to Activate Design, and the Client will indemnify Activate Design against any legal proceedings that may arise due to any breach of Copyright caused by the publication of any Copyrighted material.

Subject to full payment being received and to the carve-outs set out below, the Copyright for custom built material specifically created for the Client by Activate Design under the Order, including bespoke HTML/CSS, custom graphics, photographs commissioned for the Client, and bespoke text, will become the property of the Client upon receipt of full payment for the web design service.

The following are expressly excluded from any transfer of ownership and remain the sole property of Activate Design:

• Activate Design's content management system, including all underlying source code, database schemas, ORM systems, templating frameworks, and module architecture;
• Any pre-existing software, libraries, frameworks, components, design patterns, or development techniques used in the creation of the Deliverables;
• Reusable code modules, snippets, or templates that Activate Design uses across multiple client projects;
• Third-party software, plugins, themes, fonts, stock imagery, or libraries (which remain subject to their own licences).

Where any of the above forms part of the Deliverables, Activate Design grants the Client a perpetual, non-exclusive, non-transferable licence to use those materials solely as integrated into and for the purpose of operating the Client's website. The Client may not extract, redistribute, sublicense, or use these materials independently of the website delivered under this Agreement.

Activate Design will provide appropriate source code licences for any Deliverables that fall within the category of third party licensed intellectual property. The parties acknowledge that Activate Design may replicate all web development techniques and program code (excluding bespoke Client-specific content) used in the creation of the website developed for the Client.

Multimedia Content & Copyright Obligations

It is the client's sole responsibility to obtain the necessary copyright to any multimedia content it supplies to Activate Design for use within the client's web and/or multimedia projects. In the event that the client provides such content and has failed to obtain the necessary copyrights, the client will indemnify Activate Design and Activate Design's suppliers against any claims of copyright or trademark infringement.

Use of AI Tools

The Client acknowledges and consents to Activate Design's use of artificial intelligence tools (including but not limited to large language models, code assistants, and generative tools) in the provision of the services. The Client acknowledges that:

• Material supplied by the Client (including briefs, content, code, and feedback) may be processed through such tools to assist Activate Design in delivering the services;
• Activate Design will take reasonable steps to select tools appropriate to the task and will not knowingly submit Client material to tools whose terms of service permit the provider to use Client data to train public models;
• Activate Design is not obliged to disclose which specific AI tools have been used in the delivery of any particular Deliverable;
• All AI-assisted output incorporated into Deliverables is reviewed by Activate Design personnel and is delivered subject to the same intellectual property terms as any other Deliverable under this Agreement;
• Activate Design makes no warranty as to the originality of AI-generated suggestions, and the Client retains the obligation to confirm that any content it directs Activate Design to publish does not infringe third-party rights.

If the Client does not consent to the use of AI tools in the delivery of services, the Client must notify Activate Design in writing prior to acceptance of the Order. Restrictions on AI tool use may affect timeframes and pricing.

Confidentiality

Each party (the "Receiving Party") agrees to keep confidential all non-public information disclosed to it by the other party (the "Disclosing Party") in connection with this Agreement, including business plans, customer data, technical information, credentials, source code, financial information, and any information marked or reasonably identifiable as confidential ("Confidential Information").

The Receiving Party agrees to:

• Use Confidential Information solely for the purpose of performing its obligations or exercising its rights under this Agreement;
• Not disclose Confidential Information to any third party except to its employees, contractors, or sub-processors who have a legitimate need to know and who are bound by equivalent confidentiality obligations;
• Apply at least the same standard of care to protect the Confidential Information as it applies to its own confidential information of a similar nature, and in any event no less than a reasonable standard of care.

Confidential Information does not include information that: (a) is or becomes publicly known through no breach of this clause; (b) was lawfully known to the Receiving Party before disclosure; (c) is independently developed without reference to the Disclosing Party's information; or (d) is required to be disclosed by law, court order, or regulatory authority, provided the Receiving Party gives the Disclosing Party prompt notice where legally permitted.

The obligations in this clause survive termination of this Agreement for a period of three (3) years, except in respect of trade secrets and Personal Information, where the obligations continue indefinitely.

Data Breach Notification

The parties acknowledge their respective obligations under the Privacy Act 2020 in respect of notifiable privacy breaches.

If Activate Design becomes aware of a security incident affecting Personal Information held on infrastructure managed by Activate Design on behalf of the Client, Activate Design will notify the Client without undue delay and in any event within seventy-two (72) hours of becoming aware of the incident, providing such information as is reasonably available about the nature of the breach, the categories and approximate number of individuals affected, and the steps Activate Design is taking in response.

As the principal agency under the Privacy Act 2020, the Client is responsible for assessing whether a breach is a notifiable privacy breach, for notifying the Office of the Privacy Commissioner where required, and for notifying affected individuals. Activate Design will provide reasonable assistance to the Client in meeting these obligations.

If the Client becomes aware of a breach affecting credentials, devices, or systems within the Client's control that may impact services provided by Activate Design, the Client must notify Activate Design as soon as practicable and in any event within twenty-four (24) hours.

Payment Terms

• For all website development and multimedia orders a 50% non-refundable deposit of the base development cost is due.
• Should the web or multimedia project's life cycle extend beyond 60 days, Activate Design will be entitled to invoice the Client progress payments.
• Payment of all remaining development costs will be due in full within 7 days of the Client approving the web or multimedia project.
• Activate Design will only put the final website live once all web design and development costs are paid in full.
• Once full and final payment is received Activate Design will put the website live within 1 working day.
• If the Client withholds information necessary for the completion of the web or multimedia project, the project is then deemed payable in full after 40 working days from the date Activate Design commenced working on the project.
• Activate Design reserves the right to charge interest on any overdue amount at the current overdraft rate charged by the Bank of New Zealand (as varied from time to time) and calculated on a daily basis from the due date until payment is received in full by Activate Design, including after any court judgment or order.
• The Client will pay all debt collection costs incurred by Activate Design for recovery of any overdue amount, including legal costs as between solicitor and client and disbursements.

Pricing

Activate Design reserves the right to modify its hourly charge out rate at any time and without notice to the client. Any services requested by the client and quoted at the previous rate will be provided at the hourly rate quoted, but any subsequent request will be subject to the fees increase. For ongoing services such as Hosting Services and maintenance plans, Activate Design may review and adjust pricing on at least 30 days' written notice to the Client.

Right to Withhold Services Due to Overdue Accounts

In the event that the client has an overdue account with Activate Design, Activate Design will be entitled to withhold provision of any web design services it would otherwise be obligated to provide under this agreement, until such time as the accounts are paid in full. Activate Design may choose at its sole discretion to continue to provide web services on the receipt of part payment of any accounts.

Goods and Services Tax (GST)

GST is payable only by those persons having their residence in New Zealand.

Website Maintenance

Activate Design does not undertake to continue to maintain or update the Client's website once the project is completed and the site is live, unless a separate written maintenance agreement is in place. Any requests for site updates or modifications made after the site has gone live will be charged for on a time and cost basis as per Activate Design's normal hourly rates.

The Client acknowledges that website security and stability require ongoing maintenance, including but not limited to patching of the content management system, plugins, libraries, and dependencies. The Client is responsible for engaging Activate Design or another suitably qualified party to provide ongoing maintenance services. Activate Design has recommended ongoing maintenance, and the Client's decision not to procure such services is at the Client's own risk.

Hosting Services and Security

Where Activate Design provides Hosting Services to the Client, Activate Design will:

• Maintain reasonable server-level security including operating system patching, firewall configuration, and access controls;
• Maintain backups in accordance with the specifications of the hosting plan ordered by the Client;
• Take reasonable steps to respond to security incidents affecting the hosting infrastructure; and
• Retain server and access logs for the standard retention period of the hosting plan.

Activate Design does not undertake to:

• Monitor, patch, or update the Client's website application code, content management system, plugins, themes, or third-party libraries unless a separate maintenance agreement is in place;
• Monitor the Client's website for security vulnerabilities, intrusions, or anomalous activity unless a monitoring service has been ordered;
• Perform penetration testing or security audits unless these services have been separately ordered; or
• Retain logs beyond the retention period of the hosting plan ordered.

The Client acknowledges that no website is immune from security threats, and that the Client's choice not to engage ongoing security and maintenance services materially increases the risk of compromise. Activate Design is not liable for any loss or damage arising from vulnerabilities in software the Client has chosen not to keep maintained.

Uptime

Activate Design targets, but does not guarantee, an availability of 99.5% per calendar month for Hosting Services. No service level agreement (SLA), uptime guarantee, or service credit scheme is offered as part of standard Hosting Services. The 99.5% figure is an internal target only, and no remedy, refund, or credit arises in the event the target is not met.

The following are excluded from any availability calculation:

• Scheduled maintenance windows, where Activate Design will use reasonable endeavours to provide advance notice;
• Emergency maintenance required to address security vulnerabilities or stability issues;
• Outages or degraded performance caused by upstream providers (including but not limited to data centres, network providers, DNS providers, and Third-Party Services);
• Outages caused by the Client's own website code, plugins, content, or traffic patterns (including denial-of-service attacks targeting the Client's site);
• Force majeure events as described in the Limitation of Liability clause.

The Client acknowledges that no internet-connected service can guarantee uninterrupted availability and that occasional downtime is an inherent characteristic of web hosting.

Legacy Software and End of Life

Activate Design reserves the right to determine, at its sole discretion, when a version of its content management system, a third-party platform, a programming language runtime (such as PHP), a database engine, or any other software component associated with the Client's website has reached "End of Life".

Where a website's code, dependencies, or runtime environment become so outdated that, in Activate Design's reasonable opinion, they pose a security risk to Activate Design's infrastructure or to other clients hosted on shared infrastructure, or are no longer supported by upstream providers, Activate Design may require the Client to upgrade the website at the Client's expense. Upgrade work will be quoted and charged on a time and materials basis at Activate Design's normal hourly rates.

Activate Design will give the Client reasonable written notice of any required upgrade, ordinarily not less than 30 days, setting out the nature of the issue, the recommended remediation, and the timeframe within which the upgrade must be completed. The Client may, instead of accepting the upgrade quote, elect to migrate the website to alternative hosting at the Client's own arrangement, subject to the Exit Assistance clause.

If the Client does not complete the required upgrade or migrate to alternative hosting within the notified timeframe, Activate Design may suspend Hosting Services to protect the integrity of the server environment and other clients on shared infrastructure. In genuine emergencies — including active exploitation, the discovery of a critical vulnerability with no available mitigation, or a directive from an upstream provider — Activate Design may suspend services immediately and without prior notice, in which case Activate Design will notify the Client of the suspension and the reasons for it as soon as practicable.

Acceptable Use of Hosting Services

The Client must not use, and must not permit any third party to use, the Hosting Services to host, store, transmit, or distribute any of the following:

• Content that is unlawful under New Zealand law, or that infringes the intellectual property rights, privacy rights, or other rights of any person;
• Content that is objectionable under the Films, Videos, and Publications Classification Act 1993, including child sexual abuse material;
• Content that is defamatory, harassing, threatening, or that incites violence or discrimination;
• Sexually explicit or pornographic material;
• Malware, viruses, ransomware, spyware, or any other malicious code;
• Phishing pages, fraudulent content, or material designed to deceive users into disclosing credentials or financial information;
• Bulk unsolicited commercial email (spam), or any material sent in breach of the Unsolicited Electronic Messages Act 2007;
• Cryptocurrency mining software, or scripts that consume resources on visitors' devices for the Client's benefit without disclosure and consent;
• Software, scripts, or services used to attack, probe, or interfere with any other system or network (including denial-of-service tools, port scanners, or proxy services used for abuse);
• Open mail relays, open proxies, or anonymisation services;
• Content or applications that consume disproportionate server resources and impact the performance or stability of shared hosting infrastructure for other clients.

Activate Design reserves the right, acting reasonably, to suspend Hosting Services immediately and without prior notice where it believes on reasonable grounds that the Client is in breach of this Acceptable Use clause, or where continued provision of services would expose Activate Design or its other clients to legal, security, or operational risk. Where practicable, Activate Design will notify the Client of the suspension and the reasons for it as soon as possible after suspension.

Where a breach is capable of remedy, Activate Design will give the Client a reasonable opportunity to remedy the breach before terminating the Hosting Services. Repeated or material breaches entitle Activate Design to terminate Hosting Services without further notice.

Client Credentials and Access

The Client is responsible for the security of all login credentials, API keys, and access tokens issued to the Client or any of its personnel. The Client must:

• Maintain strong, unique passwords and not share credentials between users;
• Immediately notify Activate Design if any credential is suspected of being compromised;
• Revoke access for personnel who no longer require it; and
• Enable multi-factor authentication where offered.

Activate Design is not liable for any unauthorised access to the Client's website, hosting account, or data resulting from compromise of Client-controlled credentials, devices, or email accounts.

Domain Name Registration

Where Activate Design registers a domain name on behalf of the Client, the domain will be registered in the Client's name as registrant, with Activate Design listed as the technical or administrative contact where appropriate. The Client is the legal owner of the domain.

The Client is responsible for the renewal of domain names. Where Activate Design manages domain renewals on the Client's behalf, Activate Design will use reasonable endeavours to notify the Client of upcoming renewals, but Activate Design is not liable for any loss arising from the lapse, expiry, or non-renewal of any domain name.

On termination of this Agreement, Activate Design will, at the Client's request and on payment of any outstanding amounts, transfer the domain name to a registrar of the Client's choice. Activate Design may withhold transfer of any domain while any account remains overdue.

Third-Party Services

The Client's website or services may rely on third-party platforms, APIs, plugins, libraries, or services (including but not limited to payment gateways, mapping services, email delivery services, analytics platforms, font services, and content delivery networks) ("Third-Party Services").

The Client acknowledges that:

• Third-Party Services are provided by their respective providers under those providers' own terms of service, which the Client is responsible for reviewing and accepting;
• Activate Design has no control over Third-Party Services and cannot guarantee their availability, performance, security, pricing, continued existence, or compatibility;
• Where a Third-Party Service changes its terms, pricing, API, or functionality, or is discontinued, any work required to adapt, replace, or remove that integration is not covered by the original Order and will be quoted and charged separately on a time and materials basis;
• Activate Design is not liable for any loss or damage arising from the acts, omissions, outages, security breaches, pricing changes, or discontinuation of any Third-Party Service;
• Where a Third-Party Service requires a paid subscription or licence, the Client is responsible for procuring and paying for that subscription unless otherwise expressly agreed in writing.

Website Promotion & SEO Services

As part of all website development projects, Activate Design will undertake an entry level of Search Engine Optimisation. This includes adding Meta Titles and relevant headings to each page of the Client's website only. Activate Design will not undertake any further website promotion or search engine optimisation of the Client's website unless these services have been requested in writing by the client and included in the website order form as an additional service.

Portfolio and Promotional Use

Unless the Client notifies Activate Design otherwise in writing prior to project sign off, the Client grants Activate Design a perpetual, non-exclusive, royalty-free licence to:

• Display the Client's website (including screenshots, video walkthroughs, and live links) in Activate Design's portfolio, on Activate Design's own website and social media channels, and in case studies, proposals, and award submissions;
• Reference the Client by name and reproduce the Client's logo for the purpose of identifying the Client as a customer of Activate Design;
• Describe the scope, technologies, and outcomes of the project for promotional purposes, provided that no Confidential Information is disclosed.

The Client may withdraw this consent in respect of future use at any time by giving written notice to Activate Design. On receipt of such notice, Activate Design will within a reasonable period remove the Client's project from its active portfolio materials, provided that Activate Design is not required to recall, alter, or destroy materials already published in print, distributed to third parties, or submitted to industry awards.

Exit Assistance and Website Backups for Transfer

On termination of this Agreement, or at any time on the Client's written request, the Client may request a backup of their website for the purpose of transferring hosting to another provider or retaining a copy of their site.

A one-off fee of NZD $150 plus GST applies to the preparation and supply of a website backup for transfer. This fee covers:

• A copy of the website file system as hosted at the time of the request;
• A copy of the associated database (where applicable);
• Delivery of the backup via a secure transfer method agreed between the parties.

The backup-for-transfer fee is in addition to any outstanding amounts owed to Activate Design and is payable in advance. Activate Design is not obliged to release any backup, credentials, domain transfer authorisation codes, or related materials while any account remains overdue.

Activate Design will use reasonable endeavours to supply the backup within ten (10) working days of receipt of the request and payment in full. The backup is supplied as-is and Activate Design provides no warranty that the backup will be compatible with, or function correctly on, any other hosting environment. Any work required to assist the Client or a third-party provider in deploying the backup on alternative infrastructure is not covered by the backup-for-transfer fee and will be charged separately on a time and materials basis at Activate Design's normal hourly rates.

Where the website incorporates components of Activate Design's content management system or other materials retained as Activate Design's property under the Copyright & Intellectual Property clause, the licence granted to the Client under that clause continues to apply to those components as deployed on the alternative infrastructure, but the Client acknowledges that ongoing support, updates, or maintenance of those components is not included and would require a separate written agreement with Activate Design.

Cancellation Policy

Either party may terminate the agreement on 7 working days' written notice to the other party. In the event that Activate Design has undertaken work for the client prior to receipt of written cancellation:

• The 50% non-refundable deposit is forfeited and not refundable;
• The Client will be liable for any hours worked in the provision of website design services in excess of the deposit value, charged on a time and cost basis at Activate Design's normal hourly rates.

Activate Design reserves the right to immediately cease providing services to the client and to terminate this contract should the Client go into liquidation or bankruptcy.

Suspension of Services

Activate Design reserves the right to suspend any or all services (including Hosting Services and ongoing maintenance) where any invoice issued to the Client remains unpaid for more than 30 days past its due date. Activate Design will use reasonable endeavours to give the Client at least 7 days' written notice prior to suspension. Suspension does not relieve the Client of its obligation to pay outstanding amounts. Reinstatement of services following suspension may be subject to a reinstatement fee.

Assignment and Delegation

Activate Design may assign or transfer their rights and responsibilities under this contract to another party. They may also subcontract the performance of any of their responsibilities under this contract to another party.

Guarantees & Warranties

In the event that the client is dissatisfied with the design of their website they must inform Activate Design in writing of the specific issues or complaints they have in regard to the website or web design services provided. Activate Design will review the issues and at Activate Design's sole discretion may agree to provide a full or partial refund of monies paid or agree to a set amount of additional work as a remedy. Under no circumstances will the client ever be entitled to a refund on monies paid out by Activate Design on behalf of the client for stock photography, software, online transaction processing solutions, domain name registrations, and web site hosting services.

Activate Design will provide the client with a 30 day warranty, commencing from the date the website is made publicly accessible (go-live), against any bugs or errors introduced to the site by Activate Design including copy errors, and will undertake to correct any software or coding bugs that have not been caused directly by the client. Any errors that have been caused directly by the client may at Activate Design's discretion incur a charge to remedy.

Except as expressly set out in this Agreement, all warranties, conditions, and terms (whether express or implied by statute, common law, or otherwise) are excluded to the maximum extent permitted by law. Without limiting the foregoing, Activate Design does not warrant that the website or any service will be free from vulnerabilities, that it will be uninterrupted or error-free, that it will be secure against unauthorised access, or that it will meet the Client's specific requirements beyond those expressly set out in the order or Web Development Proposal.

Limitation of Liability

The Client agrees that Activate Design will not be liable for any indirect or consequential damages, including but not limited to, loss of profits or for any claim made on the client by any other party, even though Activate Design may have been notified of such damage or claims.

Activate Design's total aggregate liability to the Client under or in connection with this Agreement, whether in contract, tort (including negligence), under statute, or otherwise, will not exceed the total fees paid by the Client to Activate Design in the twelve (12) months immediately preceding the event giving rise to the claim, or NZD $5,000, whichever is the greater. This cap applies to all claims in aggregate, not per claim.

Activate Design shall not be liable for any loss or damage arising directly or indirectly out of delay in the supply of the deliverables or failure to perform its obligations under this agreement where the delay is caused directly or indirectly by an act of God, armed conflict, labour dispute, civil commotion, intervention of a government, inability to obtain labour, materials or manufacturing facilities, accidents, interruptions of, or delay in, transportation, pandemic or epidemic, cyber-attack on third-party infrastructure, outage or failure of any third-party hosting, network, AI, DNS, or cloud service provider, or any other cause beyond their control.

The Client agrees to indemnify Activate Design against any false advertising claims, liability claims for products or services sold by the Client, claims for patent, copyright or trademark infringement, claims due to disruption or malfunction of services provided by Activate Design to the Client under this agreement, claims related to any malfunction of the Website/Software or Internet, or for any content submitted by the Client for publication by Activate Design.

Activate Design is not required to screen customer material submitted to it for publication, and Activate Design's publication of material submitted by the Client does not create any express or implied approval by Activate Design of such material, nor does it indicate that such material complies with the terms of this agreement. All material submitted by the Client for publication will be considered publicly accessible unless restricted access to the information is specifically requested in writing by the client.

Applicable Law

This agreement shall be interpreted in accordance with the laws of New Zealand. Should the Client acquire services from Activate Design for personal, domestic or household use, The Consumer Guarantees Act 1993 may apply. If the Consumer Guarantees Act 1993 applies, all rights the Client may have under it apply in addition to the rights they may have in this agreement. Nothing in this agreement will limit or exclude their rights under the Consumer Guarantees Act 1993. If the Client acquires the services for the purpose of a business, they agree that the provisions of the Consumer Guarantees Act 1993 do not apply to the service provided.

Entire Agreement and Variations

This Agreement, together with any Order Form and Web Development Proposal accepted by the Client, constitutes the entire agreement between the parties in relation to its subject matter and supersedes all prior agreements, understandings, and representations. No variation of this Agreement is effective unless made in writing and signed by both parties, except that Activate Design may update its standard terms and conditions for ongoing services (such as Hosting Services) on at least 30 days' written notice to the Client.

Severability

In the event that any one or more of the provisions of this agreement shall be held to be invalid, illegal or unenforceable, the remaining provisions of this agreement shall not be void for this reason alone. The invalid, illegal, or unenforceable provision shall be replaced by a mutually acceptable provision which reflects the original intention of the parties.