Terms & Conditions

1.1 In these Terms:

Agreement means these Terms together with any Proposal the Client accepts.

Client means the person or business named as the client in the Proposal.

Intellectual Property Rights means all rights in copyright, designs, trade marks, patents and other intellectual property, whether registrable, registered or not.

Proposal means the written proposal, estimate or quote from Noko Studio describing the Services, fees and timeline for a project.

Services means the services Noko Studio will provide, as set out in the Proposal.

Noko Studio means Noko Studio Ltd (NZBN 9429040983110).

Work means the final creative output Noko Studio delivers to the Client under the Proposal. It does not include concepts, drafts or iterations that were not chosen for the final Work.

1.2 If anything in a Proposal conflicts with these Terms, the Proposal applies.

2.1 The Client accepts this Agreement by any of the following:

(a) signing or confirming acceptance of a Proposal, in writing or by email;

(b) paying the deposit or any other invoice for the Services; or

(c) continuing to instruct Noko Studio to provide the Services after receiving these Terms.

3.1 Noko Studio will deliver the Services and Work described in the accepted Proposal, in the formats listed in that Proposal.

3.2 The Proposal sets out the number of design concepts and rounds of revisions included. Additional concepts, revisions or work outside the agreed scope will be quoted before they begin, or charged at the hourly rate in clause 4.2.

3.3 Timelines depend on the Client providing content, feedback and approvals when needed. Delays on the Client’s side may move the delivery date.

4.1 A non-refundable deposit of 50% of the project fee is payable before work begins. Payment of the deposit secures the project in Noko Studio’s schedule. The balance is due on completion, before final files are released or a website is launched, unless the Proposal says otherwise.

4.2 Noko Studio’s hourly rate is $130 + GST, unless a different rate is set out in the Proposal.

4.3 Invoices are payable within 14 days of the invoice date unless the invoice states otherwise.

4.4 If the Client does not pay an amount by its due date, Noko Studio may:

(a) pause or stop work;

(b) withhold delivery of files or the launch of a website;

(c) terminate this Agreement under clause 9; and

(d) charge interest on the overdue amount at 2% per month, calculated daily from the due date until paid.

4.5 The Client will also pay reasonable costs of recovering overdue amounts, including debt collection and legal costs.

4.6 All prices are in New Zealand dollars and exclude GST unless stated otherwise. GST is added for clients in New Zealand.

4.7 Noko Studio may change its rates with reasonable notice. Any change does not affect a Proposal already accepted.

5.1 Unless the Proposal says otherwise, the Client is responsible for third-party costs needed for the project, such as printing, stock photography, font or software licences, website platform subscriptions, domain names and hosting.

5.2 The Client will reimburse reasonable out-of-pocket expenses incurred in delivering the Services, such as courier and postage costs. Noko Studio will check with the Client before incurring any significant expense.

6.1 Until the Client has paid all amounts due for the Work, Noko Studio owns all Intellectual Property Rights in it. During the project the Client may use drafts and concepts only to review and give feedback on them.

6.2 Noko Studio keeps all rights in its own tools, processes, templates, techniques and know-how, and in any concepts or drafts that were not chosen for the final Work.

6.3 Third-party materials used in the Work (such as fonts, stock images, plugins and platform templates) remain the property of their owners and are licensed to the Client on the terms of their respective licences.

7.1 Once the Client has paid all amounts due for the Work, Noko Studio assigns to the Client all worldwide copyright in the final Work.

7.2 Noko Studio may show the Work, and describe its role in it, in its portfolio, website and promotional material, unless the Client asks otherwise in writing. Noko Studio will not publish confidential information or anything the Client has asked to keep private.

8.1 The Client confirms that:

(a) any content or material it supplies (such as text, images and logos) is its own or it has permission to use it, and its use in the Work will not infringe anyone else’s rights;

(b) before approving any Work, it has checked everything in it, including spelling, facts, prices and contact details; and

(c) it is responsible for making sure its use of the Work, including any legal or regulatory claims made in it, complies with the law.

8.2 The Client will indemnify Noko Studio against any loss, claim or cost arising from a breach of clause 8.1.

8.3 Noko Studio is not responsible for errors in approved Work. Corrections after approval, including reprinting, are charged to the Client.

9.1 Either party may end this Agreement by giving written notice. Noko Studio may also end it immediately if the Client does not pay an overdue invoice within 7 days of a reminder.

9.2 If the Agreement ends before the project is complete:

(a) the deposit is non-refundable;

(b) the Client will pay for all work done up to the date it ends, at the hourly rate or the relevant stage of the Proposal, less the deposit already paid; and

(c) copyright passes to the Client only in completed Work that has been paid for in full. Any right to use unpaid Work ends.

10.1 The Client is acquiring the Services for the purposes of a business. The Consumer Guarantees Act 1993 and sections 9, 12A and 13 of the Fair Trading Act 1986 do not apply, to the extent permitted by law.

10.2 Noko Studio is not liable for any indirect or consequential loss, including loss of profit, revenue or data.

10.3 Noko Studio’s total liability under this Agreement is limited to the fees the Client has paid for the project concerned.

10.4 Noko Studio is not responsible for the performance, availability or security of third-party platforms and services used for the project (such as Squarespace, Shopify, Netlify or domain registrars).

11.1 This Agreement is governed by New Zealand law, and the New Zealand courts have jurisdiction.

11.2 Noko Studio may update these Terms from time to time. The version in place when a Proposal is accepted applies to that project.