Deposit and Payments:

Projects:
(A project refers to a one-off piece of work with a defined beginning and end.)

All projects will follow a three-stage payment structure:

• 50% deposit upfront before any work begins
• 25% progress payment once the project is 75% complete, with 7-day payment terms
• Final 25% invoiced upon project completion, also with 7-day payment terms

Retainers:
(A retainer is an ongoing agreement where a set number of hours or services are provided each month at an agreed rate.)

• Invoices are issued at the end of each month
• Payment is due by the 20th of the following month

Please note:

Payments made on behalf of clients to third-party advertisers or printing companies (e.g. MediaWorks, Craigs, etc.) will be invoiced upfront and are due immediately.

Late payments may incur additional fees.

Ownership of Work:

All deliverables, including but not limited to designs, content, strategies, and any other work produced as part of the project, will be the sole property of the client upon payment in full. The client will hold all rights to use, modify, and distribute the completed work as they see fit.

Transfer of Content:

All deliverables, including but not limited to websites and designed social media templates, can be transferred to the client. Any work involved in the transfer of these deliverables will be charged at our hourly rate.

Storage of Client Content:

Any content created for the client will be stored by Elm Marketing for a total of 12 months. After this period, it is the client’s responsibility to keep and store the deliverables, such as logos and design files, at their own discretion.

Termination of Agreement:

The client reserves the right to terminate our service agreement at any given time. Should the client choose to do so, they will be invoiced for the work completed up to the point of cancellation, based on the agreed-upon project costs. Payment for this work will be due within 7 days of termination. 

Confidentiality:

Both parties commit to maintaining the confidentiality of all proprietary or project-specific information obtained during the engagement, unless explicitly agreed upon otherwise.

Revisions & Additional Work:

Any revisions or additional work outside the initial project scope may incur extra charges. Clients will be notified and must approve these additional costs beforehand.

Limitation of Liability:

Elm Marketing shall not be held liable for any indirect or consequential damages arising from the provision or non-provision of our services.

Warranties:

Specific results cannot be guaranteed due to the unpredictable nature of marketing campaigns.

Indemnity:

The client agrees to indemnify our agency against any claims, damages, or legal costs arising from content or strategies they have approved.

Use of Client’s Name, Logo, and Work:

Elm Marketing reserves the right to use completed work including but not limited to designs, content, and strategies as part of our portfolio and marketing materials. The client’s name and logo may also be used to showcase our work, unless otherwise agreed in writing.

Approval Process:

Deliverables will be submitted for client approval at key stages of the project. The client agrees to provide feedback and approvals in a timely manner to avoid delays.

Client Responsibilities:

The client agrees to provide all necessary materials, approvals, and access to information in a timely manner to ensure the project progresses as scheduled.

Force Majeure

Elm Marketing shall not be held responsible for delays or failures in service delivery caused by events beyond our reasonable control, including but not limited to natural disasters, pandemics, government restrictions, or technical failures. In such cases, affected deadlines may be adjusted accordingly.

Refunds and Cancellations

Refunds will only be considered for payments made in advance for services not yet rendered. Cancellation of ongoing projects may incur fees for work completed up to the cancellation date, as outlined under “Termination of Agreement.”

Intellectual Property (IP)

Elm Marketing may use licensed third-party content or tools for client projects. Ownership rights of third-party materials remain with their respective owners. The client agrees to comply with all relevant licenses or usage rights associated with such materials.

Data Privacy

Elm Marketing will handle all client data in compliance with the Privacy Act 2020 (NZ). Client information will be used solely for the purposes of delivering agreed-upon services and will not be shared with third parties without prior consent, except as required by law.

Artificial Intelligence

Elm Marketing may use trusted AI tools to support the delivery of creative content, design, and efficiency within our projects. All AI-generated content is reviewed by our team to ensure it meets quality standards and aligns with your brand. If you prefer that AI not be used in your project, please let us know in advance.

For full details, please refer to our AI Policy.

Jurisdiction

This agreement is governed by the laws of New Zealand. Any disputes arising from this agreement shall be subject to the exclusive jurisdiction of New Zealand courts.

Dispute Resolution

In the event of a dispute, including disputes related to invoices or payment obligations, both parties agree to the following process:

1. Notification of Dispute: The party raising the dispute must provide written notice to the other party, outlining the nature of the dispute and any supporting details.
2. Mediation: Both parties agree to engage in good faith in mediation with a mutually agreed-upon independent mediator to resolve the dispute within 30 days of receiving the written notice.
3. Costs of Mediation: Each party will bear its own costs related to mediation, with the mediator’s fees split equally between the parties.
4. Escalation: If the dispute cannot be resolved through mediation, either party may seek legal remedies in accordance with New Zealand law.

This process is without prejudice to either party’s rights to seek urgent interlocutory relief or enforce payment obligations while mediation is pending.