Updated: October 2017

Thanks for your interest in our services. We strive to be fair and transparent in all that we do.

The Terms and Conditions outlined on this page incorporate those implemented by us and those directed by third party Service Partners that we may work with. They represent a clear agreement of what is expected of our customers, and what our customers can expect of us, while using any of our products and services.

Occasionally, we may need to amend or update any aspect of these terms and conditions. When we do, we will update the “updated: date” at the top of this page. Your continued use of said services constitutes your continued acceptance and compliance with any and all of the terms and conditions herein.

Have a question about something here? We are just a phone call or email away to discuss any of your concerns.

Terms and Conditions ~ Contents

1. Definitions

2. Working Together / General Agreement

3. Web Hosting & Acceptable Usage Policy (all products)

4. Domain Names

5. Other Products & Services

6. Website Design Services Agreement

7. Third Party Services

8. Microsoft Hosted Exchange

9. Club Purple

 

 


1. Definitions

PDD / Purple Dog Design LTD / Purple Dog / Us / Provider / Our / We = Purple Dog Design Ltd (PDD) of Address for Service; PO Box 323, Oneroa, Auckland 1081, New Zealand, and / or any third party service provider, supplier, agent, employee, director or owners, or official nominated by Us, either working on our behalf, working in association with us, or providing services to You on Our behalf.

Account Owner = The person who has registered for an account on the PDD website client account registration page – either as an individual or on behalf of an entity – that is responsible for the Account / Service(s) and liable for all charges payable under this Agreement.

Administrator(s) = Any employee, agent, contractor, director or other person/party You appoint or nominate to manage Your account.

Client / Customer / You / Your = The Account Owner and / or any Administrator(s).

Entity = Any Organisation, Business, Company, Corporate Body, Trust, Partnership or similar – and / or any Administrator(s).

Terms of Service / Agreement / Contract = The terms and conditions of our relationship, as outlined on this page, or detailed in any supplementary document from Us to You (e.g. a Schedule).

Schedule / Service Agreement = A written service agreement, in a form prescribed by PDD, usually a supplementary document, invoice or proposal typically sent via email either as a notification or as an attachment, that provides a breakdown of specific project / service details, such as but not limited to; description, costs, deliverables and other relevant project / service scope details.

Service(s) / The Service(s) = Any and all product(s) and / or service(s) (whether in production, complete or incomplete) outlined in a Service Agreement /Schedule, proposed, delivered or performed by Us to You, whether delivered directly by PDD or via a Third Party.

Term / The Period = The agreed time length of this contract.

Pricing / Fee(s) / Charge(s) = The monetary amount(s) (excluding GST) payable by You to Us.

Intellectual Property Rights / Content / Copyright = Patents, Trade Marks, registered designs, applications of any of the above and / or copyright content with protected rights in any country – such as but not limited to; textual, graphical, photographic imagery, audio or like materials, together with any software, which can be uploaded or downloaded to or from the web.

Our Web Site = www.purpledogdesign.com and / or any other domain(s) officially associated with or derivative of this.

Client Area / Client System / Client Portal = Purple Dog Design’s customer service, license management, account management and support tracking system that only registered Purple Dog Design clients may access.

Third-Party = Any third party on whom PDD may depend for the provision of any service(s) or product(s) whether in whole or in part, or whose service(s) product(s), license(s), approval / fulfilment or certain other obligations to PDD, may affect PDD’s provision of a product / service or part thereof.

Your Account =Your account with Us, which includes Our records of Your information, product / service usage (including any usage by Administrators or End Users, where applicable), payments and outstanding charges in respect of any Service(s) provided to you in accordance with this Agreement.

Users / End Users = Subscribers, customers, clients, or other persons accessing or making use of any of the Service(s) provided by Us to You.

Hosting / Web Hosting = The storage of website and other files that will be accessed via the internet.

Work / Project Work / Files = Any material including, but not limited to; designs, layouts, software, applications, code, graphics, content, images, or similar – produced or provided by Us for You, whether in production or not, whole or incomplete, or exclusive or not.

Cancellation = The closure / cessation or curtailment of any service(s), project(s) or Your entire account with Us.

Suspension = The temporary cessation of any service(s), project(s) or Your entire account with Us.

Termination = The permanent closure of any service(s), project(s) or Your entire account with Us – including the permanent and irrevocable removal (deletion) of any / all related materials / data / files / folders and any other information held by Us on Your behalf on any of Our servers / shared folders / Our systems.

AUP = Acceptable Usage Policy

TOS = Terms of Services


2. Working Together / General Agreement

The following terms and conditions apply to ALL customers and ALL services, in addition to the AUP and any Specific Service Terms (where relevant) as detailed in subsequent sections.

2.1 The Parties To this Agreement

The parties entering into this agreement are:

PDD,

And

The Client

WHEREAS, The Client is engaging PDD as a “service provider”, for the following purpose: Client seeks to use these services for its own purposes as specified;

WHEREAS, PDD in rendering performance under this Agreement, shall be deemed an Independent Contractor and nothing contained herein shall constitute this arrangement to be employment, a joint venture, or a partnership.

WHEREAS, PDD provides services either directly or via selective third party suppliers that PDD partners with.


2.2 Account Eligibility / Consent

  1. In order to provide services to you, you are required to create a Client Account on the PDD Client System.
  2. When You type your name, email address and click the confirmation “I accept” check box during the account registration/account sign-up process on the PDD web site Client Account registration page, You agree that You are creating an electronic signature which has the same nature and effect as a written signature. You are thus confirming and warrant that as the Account Owner;
    1. You have read, understood and agree to be bound by these Terms of Service.
    2. You have the legal right and relevant vested authority to enter into this agreement – whether on Your own, or on behalf of an entity.
    3. If You are entering into this agreement on behalf of an entity, You declare that You have the legal, right and proper or moral authority to enter into this agreement on behalf of the said entity and You fully understand and agree that You will be accepting personal responsibility for, and will personally guarantee the due performance of the said entity to this agreement.
    4. You will be fully responsible for and will personally guarantee the due performance to this agreement, any Administrator(s) that you allow or nominate to act on your behalf, whether accessing Your account, communicating with Us, placing orders, or otherwise performing actions or activities relating to Your account / Service(s).
    5. You / Administrators nominated by You are at least eighteen (18) years of age or older and are employed directly by Your organisation.
    6. That the contact information (name, address, phone number, email etc) given by You is real, correct and complete.
  3. Providing false or incomplete contact information of any kind is a breach of this agreement and may result in the termination of Your account at any time without notice.
  4. In some circumstances, we may require the provision of additional information in order to verify Your identity. Failure to provide this additional information may result in Your order / account / services being denied and / or termination of this agreement forthwith.
  5. We reserve the right to decline any account application, without providing any specific reason.

2.2.4 Your Responsibilities

  1. You must use Your account and Service(s) in the way described in the AUP, user guide, specific terms and conditions that are applicable, or other instructions issued by Us and You must ensure that everyone You are responsible for (Administrators) also meet Your responsibilities under this Agreement when using Your Account.
  2. You are fully responsible for all usage of Your account and for any actions that take place through it. It is Your responsibility to maintain the confidentiality of Your password and other information related to the security of Your account.
  3. Using or agreeing to use any Service(s) does not give You any rights in any part of the Service(s). You must not resell or otherwise deal in any way with the whole or any part of the Services.
  4. It is Your responsibility to provide and keep accurate, current, and complete, Your contact information at all times. If there is ever an issue or We need to contact You, we will use the email address / phone number(s) You provided. PDD is not responsible for any lapse in Services due to outdated or incorrect contact information being associated with Your account. If You need to verify or change Your contact information, please update you account by logging in, or contact Us.
  5. You agree to communicate with Us in a courteous and timely manner.

2.3 Schedule of Service(s)

PDD agrees to provide Services to You, as specified in a Schedule.

  1. The Schedule shall supersede all former documents, proposals and quotes and / or other written or verbal promises or communications.
  2. The Schedule will provide some or all of the following details of the project / service(s): name, pricing/fees, description, deliverables, time-frames and any specific terms that may supplement this Agreement.
  3. If a Schedule is not produced for a given service / project, or multiples thereof, or a Schedule omits any information for a specific service or part thereof, then: (i) The most recently produced invoice, quote, proposal or written communication delivered to You by Us, as determined by date, shall be interpreted as the accepted Schedule and shall take precedence; And (ii) In addition, PDD’s Terms of Service stated herein shall apply, unless specifically agreed otherwise in writing.
  4. From time to time, a Schedule may be amended in writing via email to reflect required changes. Such changes will automatically supersede former agreements for the specified project(s) / Service(s).
  5. The following shall be interpreted as Your acceptance of the Schedule or continued acceptance of any amended Schedule : Where We receive a related payment from You, a signature, written affirmation, or other confirmation; and We shall continue to provide Services to You, unless notified otherwise.

2.4. Fees / Recurring Fees / Late Fees

  1. Service(s) fees are as specified in the Schedule or on your invoice.
  2. Payments are payable on or before the due date as specified on the invoice, which will be sent to the email address You have provided on your Client Account registration.
  3. Payments can be made either via Bank Transfer (NZ) or PayPal / Credit Card (Global). Note: Cheque / cash payments are not accepted.
  4. Services are billed with either an immediate, 3, 7, 14 or 30 day payment term, depending on the Service and as specified on the invoice.
  5. For Services that are on a subscription basis, re-billing will occur on the anniversary date of the subscription.
  6. Where applicable (you have consented), PDD may automatically attempt to deduct the payment on, or close to the due date, where this provision is available.
  7. Late Fees: To avoid late fees, please pay Your invoice on or before the payment due date. Any invoice unpaid for 10 days or more past the due date will incur a late payment penalty fee, charged at 5% of the specified total amount owing as indicated on the invoice, with a minimum fee of $10. For each non-payment period of 30 days, additional late fees will be applied at a compounded rate on the total amount owing.
  8. It is Your responsibility to know when the invoice is due, and to pay it by the due date. Failure to pay your invoice by the due date may result in closure, suspension or termination of the specified Service(s).  If You hold multiple services with PDD, this is considered a single account, and We reserve the right to close, suspend or terminate Your entire account due to an overdue invoice.
  9. If You fail to pay any outstanding debt for 30 days or more past the due date, We reserve the right to hand Your debt to a third party collections agency. Any costs incurred by PDD through the engagement of such debt collection proceedings shall be billable to You.
  10. PDD shall retain ownership and copyright of all work (complete or incomplete) and any related materials / source files or documents, and any access to these may be withdrawn or restricted until all due payments have been received in full.

2.4.2 Cancellation Policy

  1. For the sake of clarity, Cancellation means the cessation or closure of one or more service(s) / product(s) and / or project(s) or where specified – your entire account – provided by Us to You.
  2. Either party may give the other 7 days written cancellation notice via email and providing the below conditions are met, the cancellation will take effect either at the end of the current billing cycle, or at midday on the 7th day subsequent to the notification date, or sooner if both parties agree in writing.
    1. For security reasons, cancellations must be submitted from within your client account. Failure to do so will result in delays to the cancellation and you may be liable for additional ongoing fees.
      1. To cancel from within your client account, login here 
      2. Click “Services” and then click on the “Active” service you wish to cancel.
      3. Click “Request Cancellation” on the left hand menu and follow the process on screen.
    2. If you do not have a client account OR you wish to cancel your entire account, you must provide cancellation notice via email.
    3. Your cancellation request must CLEARLY STATE the name of the specific service(s) or project(s) or “entire account” being cancelled.  We would also appreciate an explanation.
    4. Your cancellation request must be submitted from the registered email address associated to your Client Account.
    5. Your cancellation request must be received before the end of the current billing cycle (where relevant). Failure to do so may result in an additional billing cycle, for which you will still be liable.
    6. When We receive Your cancellation request, We will contact You by reply to acknowledge receipt and for security purposes, we may request you to provide certain information by reply.  This is to allow us to verify that You are an authorised person on the account.  We may also request additional or other information to enable Us to process Your cancellation request. You must supply the requested information to Us so that We can complete the cancellation process. If You do not respond, or You are unable to provide the information requested, or We cannot verify that You are an authorised person on the account, We will take no further action and the service(s) / project(s) or entire account, shall continue to remain active and accrue the relevant charges for which You shall continue to remain liable.If You wish to temporarily cancel / suspend any service(s) or project(s) or place on hold for a specified period of time, You must clearly state this when contacting Us and We will advise you accordingly if this is possible and if there are any applicable fees.
    7. You shall be obligated to pay all / any service or project fees and charges accrued prior to the effectiveness of the cancellation.
    8. If you decide to cancel any product(s), service(s) or project(s) due to Your dissatisfaction or Your perceived lack of performance of any product(s) / service(s) or Our provision of these, please get in touch with Us, specifying your concerns and allow Us reasonable opportunity to address / remedy these (see also 6.9).
    9. During and subsequent to the cancellation / suspension / closure or termination of any service / project or Your entire account – ownership, access and where relevant, copyright – of all and any such work (complete or incomplete) and any related materials; source files, images or documents, programmes, software, access-codes, reports or similar – shall be retained by Us, EXCEPT (i) where full payments for all such work to date, and / or any outstanding fees, plus any reasonable expenses incurred by Us on Your behalf – have been received by Us in full; (ii) provided that you are not in breach of any part of this Agreement; (iii) Where we have elected to release these to You.
    10. When We have confirmed Your cancellation request satisfactorily, the requested specified service(s) / project(s) or if requested – Your entire account – shall be closed and if relevant, shall subsequently be scheduled for permanent termination (see Terminations).
  3. We reserve the right to cancel any project which has remained inactive for a period of six (6) months or more. In such cases, we will communicate directly with you.

2.4.3 Refund Policy

  1. No refunds for downgrades in mid-cycle, early cancellation(s), account suspensions, account closure, terminations or inactive projects will be made.
  2. To be clear, We do not provide refunds in part or in full where; a) You change Your mind; b) You decide You no longer require the product(s) / service(s). c) Your business relocates / fails / closes / ceases trading / changes ownership / changes strategy or similar at any time; d) You fail to provide Us with the necessary information / content or other materials requested, to allow Us to deliver or complete any product(s), service(s) or project(s);  If you have any doubts, please contact us to discuss before ordering.
  3. At our Sole discretion, provided that You are not in breach of any other part of this Agreement:
    1. We may choose to refund fees paid – less any setup fees, applicable taxes and any reasonable expenses incurred by Us on Your behalf (e.g. time already spent or disbursements) – where You purchase and pay for a NEW product or service that You later decide was a mistake or an error, providing You contact Us within 7 days of the order being placed;
    2. If we consider the circumstances warrant it, We may, at Our sole discretion provide an account credit instead, for some or all, of the fees paid by You to Us.

2.4.4 Closure, Suspension & Termination

  1. For the sake of clarity, Closure means access to Your Purple Dog account will be revoked and / or inaccessible and any on-going project work shall cease.  All related service notifications (e.g. renewal emails) will cease.
  2. For the sake of clarity, Suspension means the service(s) We provide to You / or your entire account, will be temporarily inaccessible / or placed on hold.  This means your website, email and any associated services may not function.  In addition, any on-going related project work shall cease.
  3. For the sake of clarity, Termination means the permanent closure of Your account, including; the permanent cancellation of all recurring services (e.g. domain or hosting services); the permanent removal (deletion) of all / any Client related materials / data from Our server and related systems, with no guarantee of retrieval or restoration (for example; website user content, project-work files, images, website files, databases, email, historical files, Dropbox repositories and all other related files and data etc).
  4. In all situations, Our preferred course of action is to communicate openly with you to resolve matters quickly and amicably. However, We reserve the right to suspend – or where necessary, to terminate – Your account, in the following circumstances;
    1. Your account is no-longer in ‘good-standing’: e.g. is in financial deficit, has been on hold, cancelled, postponed or other for 7 days or more without satisfactory explanation);
    2. In the event that You become un-contactable, un-reachable or un-responsive to Our reasonable efforts to contact/communicate with You for 14 days or more;
    3. Where Your conduct may harm or severely inconvenience PDD or others, or cause PDD or others to incur liability, as determined by PDD in Our sole discretion;
    4. In circumstances specified elsewhere in this Agreement.
  5. WARNING: Any data / materials held by Us relating to any service(s) / project(s) we supply to You – where it has been scheduled for termination – shall be irrevocably deleted from our systems, including any shared Dropbox folders etc. It is Your responsibility to ensure You have made adequate copy / download or backup of all and any such materials / data held by Us for You (e.g. work / service / project related files, images, folders, and or any related data, databases, email, historical files, reports or other etc) prior to the termination of Your account. We shall not be held liable under any circumstances, for any loss of any data whatsoever, following the termination of Your account.
  6. We reserve the right to charge a re-establishment or re-connection fee for any time spent communicating with you following the suspension or termination of your account / service / project.

2.4.6 Completion

  1. This Agreement shall end following the completion / delivery provision of the Service(s) / Project(s) or as stated in the Schedule, e.g. on the stated completion / fulfilment date, or when both parties agree that the Service(s) has/have been fulfilled (see handover), EXCEPT where;
    1. You subscribe to any recurring service(s), which shall continue until the stated expiration date, or indefinitely if you continue to renew the said service(s).
    2. No fixed date has been provided and the service(s) is/are still in use by You, in which case, this Agreement shall continue on a month to month basis until otherwise notified.
    3. You request changes, amendments or additions to the original Schedule and / or service(s) that We have accepted in writing via email and where;
      1. You have agreed to any new or additional terms / completion dates and / or fees stipulated by Us for the said requested changes;
      2. We have agreed in writing, to perform any such changes.
    4. Either party decides to cancel, postpone or end this agreement prematurely, prior to completion.
    5. You are in breach of any part of this Agreement or where Your account has been suspended or terminated.

2.4.8 Handover, Ownership, IP & Licensing

On completion of any provided Service or Project, ownership and title for all related files, materials & associated media, produced by Us for You, shall be vested to You (Handover), EXCEPT where;

  1. You are in breach of any part of this Agreement;
  2. Any fees are outstanding from You to Us, in which case, ownership shall remain vested with Us until such time that all outstanding fees have been paid in full;
  3. Any such included Service, work, material, software, Intellectual Property, product, application (collectively referred to as “apps”), or part thereof, contains, is derived from, is owned, registered or belongs to Purple Dog Design Ltd, and / or any third-party and / or is governed by any separate license agreement or other End User Agreement (e.g. WordPress or a Proprietary Software License). In such cases, You shall inherit responsibility for any such license(s) and Your continued use of such “apps” indicates Your full agreement to abide by any applicable usage, copyright or specific license terms & conditions or EULA that may apply. Further, You agree that PDD shall not be held liable, or party to, any such agreements or conditions, except where we are the explicit owner or licensor for any such app or software;
  4. Any work produced by Us for You is provided on a ‘non-exclusive’ or leased basis – as stated in the Schedule.

2.5. Limitation of Liability

  1. Whilst We provide ‘best endeavours’ to ensure a trouble-free experience, We are not able to guarantee error-free Services. The service(s) and the work(s) produced by PDD for You are provided on an “as is” basis. You must ensure that You are fully satisfied with any provided Service(s) prior to handover.
  2. PDD will perform all work called for by this Agreement to the best of Our abilities, in compliance with all applicable laws and You shall provide PDD with the assistance, information (content) and authority (passwords etc) necessary to perform Our obligations under this Agreement, however, PDD shall not be liable or responsible for;
    1. Security, protection or privacy of electronic mail or other data / information transferred through the Internet or any other third-party provider You may utilise;
    2. Any unauthorised, improper or illegal content or usage of such content, material or information either transferred, transmitted, or uploaded by You on any service(s);
    3. Satisfying any third-party terms of service external to PDD that you may be subscribed to.
  3. PDD shall not be liable to You, under any circumstances, whether in contract or otherwise, for any costs, losses, expenses and/or damages whether direct or indirect, incurred by You as a result of;
    1. Your failure in whole or in part to comply with (i) any of these terms and conditions; (ii) any relevant laws; (iii) any specific third party provider terms and conditions for any non PDD services you are subscribed to;
    2. Our failure to fulfil Our commitments under this Agreement in circumstances where the failure is due in whole or in part to any cause or event outside the reasonable control of PDD. Such circumstances comprise, but are not confined to, ‘Acts of God’, war/riot/sabotage/death/serious illness/deficiency in the power/Internet or telecommunications systems or similar;
    3. Any claim made by any third party brought against You.
  4. In all circumstances, the maximum liability of PDD to You for damages for any and all causes whatsoever, and Your maximum remedy, regardless of the form of action, whether in contract, tort or otherwise, shall be limited in total to the amount equal to the original fees paid by You to PDD. In no event shall PDD be liable for any lost data or content, lost profits, business interruption or for any indirect, incidental, special, consequential, exemplary or punitive damages arising out of or relating to the materials or the services provided by Us, even if We have been advised of the possibility of such damages, and notwithstanding the failure of essential purpose of any limited remedy.

2.5.2 Indemnity

  1. You agree to indemnify, save and hold harmless PDD, to the fullest extent permitted by law, against all costs, losses, damages, expenses, demands, action (including all legal costs and expenses on a solicitor/own client basis and Taxes), and other liability sustained or incurred by PDD, and against any claims made or proceedings brought against PDD, as a result of:
    1. A breach of this agreement or any specific service terms or any software license by You, or any of Your employees, agents, contractors, customers, clients, or any other person for whom You are responsible;
    2. Any security breach, attack or error caused or made by You or Your employees, agents, contractors, customers, clients, or any other person for whom Your are responsible;
    3. Any other act or omission by You, or by any of Your employees, agents, contractors, customers or clients, or any other person for whom You are responsible, including any breach or violation of any law.
  2. You agree to indemnify, save and hold harmless PDD, to the fullest extent permitted by law, from any and all damages, liabilities, costs, losses or expenses arising out of any claim, demand, or action brought by any third party against You or Us arising out of any breach of Your responsibilities or obligations, representations or warranties under this Agreement or any related third party agreement that you are party to.
  3. You agree to pay to PDD upon demand, the amount (including all legal costs and expenses on a solicitor/own client basis) which PDD certifies as being required to compensate PDD for any such cost, loss, expense or liability it has incurred.

2.5.4 Force Majeure

We shall not be responsible for failure to fulfil Our commitments in this agreement if such failure is due to any circumstances outside of Our reasonable control. Such circumstances comprise, but are not confined to, ‘Acts of God’, war/riot/sabotage/death/serious illness/deficiency in the power/Internet or telecommunications systems or similar.


2.5.6 Assignment

  1. We may assign or transfer Our rights and responsibilities or subcontract the performance of any of Our responsibilities under this agreement to anyone else.
  2. You may NOT assign or transfer any of Your rights or responsibilities under this agreement to anyone else without prior written consent from Us.

2.5.8 Abuse Towards Staff

Abusive behaviour, such as bullying, swearing, threats, harassment and / or defamation in any manner towards any member of Our staff, or official representatives, is completely unacceptable and will not be tolerated. Such behaviour will result in the immediate suspension or, at our sole discretion, termination of Your account, without refund and without further direct communications.


2.6 Mediation and Arbitration

Any disputes in excess of $1,000 (or the maximum limit for small claims court) arising out of this Agreement shall be submitted to an Arbitrator of PDD’s choosing. The Arbitrator’s decision shall be final, and judgement may be entered in any court having jurisdiction thereof. The Client shall pay all arbitration and court costs, reasonable legal fees and legal interest on any award or judgement in favour of PDD.


2.8 General Agreement and Variation of Agreement

  1. You shall be deemed to have read this Agreement and agree to be bound by this Agreement.
  2. In addition to any associated Schedule, or any specific service terms (as stated in the following sections), this Agreement constitutes the sole and entire Agreement between the parties and supersedes all former proposals or prior Agreements, oral or written, and all other communications between the parties relating to the subject matter of this Agreement, unless specified.
  3. We may amend the Terms of Service at any time. This will vary our Agreement with You. When we do this, we will change the “Updated Date” above. We will interpret Your ongoing use of our Services after that date as constituting Your acceptance of any such amendments. If You do not agree to the amendments, You may notify us by email requesting termination of the Agreement.
  4. No waiver by either party of any default shall be deemed as a waiver of prior or subsequent default of the same of other provisions of this Agreement.
  5. Unless we otherwise agree in writing, these terms and conditions contain all the terms of our relationship for the services specified and continue to apply no matter where you are located at the time any of the services are provided or where you reside. This will be the case until this Agreement is cancelled or terminated. To the extent legally permitted:
    1. All our services are provided under either New Zealand or Australian law (depending on the precise service provided);
    2. Any claim or dispute arising out of or in connection with this agreement must be instituted within 30 days from the date the relevant service was supplied to you;
    3. Where You supply incorrect information and we incur cost in any matter concerning that claim, then we may recover the costs incurred by Us from You.
  6. We reserve the right to modify, enhance and / or withdraw any Service at any time. In the event of such a change, we will notify You, if you are actively subscribed to any such service affected by a change.
  7. Unless inconsistent with the context, words signifying any one gender includes the others, words signifying the singular includes the plural and vice versa and words signifying natural persons includes artificial persons and vice versa.
  8. Should any provision of this agreement be judged by an appropriate court of law as invalid, it shall not affect any of the remaining provisions whatsoever.

 


Specific Service Terms

In addition to the Terms and Conditions detailed above, some or all of the following terms may also apply, depending on the specific products/services You have contracted Us to provide to You.

 

3. Website Hosting & Acceptable Usage Policy

Note: The AUP applies to: All services including website hosting


3.1 Agreement

The following agreement is between PDD and You. In addition to third party transactions entered into by You or on Your behalf, You also agree to be bound by the terms of this Agreement. This agreement may be enforced in association with other PDD Policies and Terms of Service.

WHEREAS, PDD provides web site hosting services on its servers, (or on servers provided by 3rd party suppliers), offering storage and transfer of documents and other information over the Internet;

WHEREAS, Client seeks to use these services for its own purposes;

WHEREAS, the parties acknowledge that the Internet is neither owned nor controlled by any one entity; therefore, PDD can make no guarantee that any given party shall be able to access the server made available by PDD at any given time. PDD represents that it shall make every good faith effort to ensure that the server is available as widely as possible and with as little service interruption as possible;

In consideration of the mutual promises contained herein, the parties agree as follows;


3.2 General

This document is intended to provide a basic understanding of and enforcement of PDD’s Acceptable Use Policy (AUP) as stated below.

While PDD is firmly committed to the principles of free speech, certain activities that may be damaging to the either or PDD and or other users, cannot be permitted. The resources of PDD and the Internet are limited, and abuse of these resources by one user has a negative impact on the entire community.

Therefore, our AUP aims to:

  • Ensure reliable service to all of our customers
  • Ensure security / privacy of our systems and network, as well as the networks and systems of others
  • Comply with existing laws
  • Maintain our reputation as a responsible service provider
  • Encourage responsible use of the Internet and discourage activities which reduce the usability and value of Internet services
  • Preserve the value of Internet resources as a conduit for free expression and exchange of information
  • Preserve the privacy and security of individual users

We do not routinely monitor the activity of accounts except for measurements of system utilization / performance and the preparation of billing records or where you have requested us to do so (e.g. to provide technical support). However, in our efforts to promote good citizenship within the Internet community and to comply with laws, we reserve the right to monitor any activity at any time and we will respond appropriately if we become aware of inappropriate use of our service(s).

You may not use Your site to publish material, which PDD determines to be unlawful, indecent or objectionable. For clarification, “material” refers to all forms of communications including narrative descriptions, graphics (including photographs, illustrations, images, drawings, logos), text, speech, executable programs, video or audio recordings and / or live streams.

Warning: If we discover that Your account is being used to violate these AUP or other Terms of Service, we reserve the right to suspend Your account, or where we deem it necessary, to terminate Your service immediately, without notice.

We prefer to advise customers of inappropriate behaviour and any necessary corrective action, however, flagrant violations will result in immediate termination of service. Our failure to enforce this policy, for whatever reason, shall not be construed as a waiver of our right to do so at any time.


3.3 Acceptable Usage Policy (AUP)

The following constitute violations of Our AUP:

3.3.1 Illegal use: PDD’s services may not be used for illegal purposes, or in support of illegal activities. PDD reserves the right to cooperate with legal authorities and/or injured third parties in the investigation of any suspected crime or civil wrongdoing.

3.3.2 Harm to minors: Use of PDD’s services to harm, or attempt to harm, minors in any way, including, but not limited to child abuse.

3.3.21 Threats: Use of PDD’s services to transmit any material (by e-mail, uploading, posting or otherwise) that threatens or encourages bodily harm or destruction of property.

3.3.3 Harassment: Use of PDD’s services to transmit any material (by e-mail, uploading, posting or otherwise) that harasses another.

3.3.31 Fraudulent activity: Use of PDD’s services to make fraudulent offers to sell or buy products, items, or services or to advance any type of financial scam such as (but not limited to) “pyramid schemes”, “ponzi schemes”, “chain letters,” “Phishing”, “inducement”, or any other type of scam.

3.3.4 Forgery or impersonation: Adding, removing or modifying identifying network header information in an effort to deceive or mislead is prohibited. Attempting to impersonate any person by using forged headers or other identifying information is prohibited. The use of anonymous remailers or nicknames does not constitute impersonation.

3.3.5 Unsolicited commercial e-mail / Unsolicited bulk e-mail (SPAM): Use of PDD’s services to transmit any unsolicited commercial or unsolicited bulk e-mail is expressly prohibited. Violations of this type will result in the immediate termination of the offending PDD account. Such messages may only be sent to those who have explicitly requested it (i.e. they have subscribed to Your mailing list or have bought something from You, or made an enquiry to Your business via email in the last 2 years). If in doubt please seek our advice.

3.3.6 E-mail / News Bombing: Malicious intent to impede another person’s use of electronic mail services or news will result in the immediate termination of the offending PDD account.

3.3.7 E-mail / Message Forging: Forging any message header, in part or whole, of any electronic transmission, originating or passing through the PDD’s service is in violation of this AUP.

3.3.8 Usenet SPAMing: PDD has a zero tolerance policy for the use of its network for the posting of messages or commercial advertisements, which violate the rules, regulations, FAQ or charter of any newsgroups or mailing list. Commercial messages that are appropriate under the rules of a newsgroup or mailing list or that are solicited by the recipients are permitted.

3.3.9 Unauthorized access: Use of the PDD’s service to access, or to attempt to access, the accounts of others, or to penetrate, or attempt to penetrate, security measures of PDD’s or another entity’s computer software or hardware, electronic communications system, or telecommunications system, whether or not the intrusion results in the corruption or loss of data, is expressly prohibited and the offending PDD account is subject to immediate termination.

3.3.10 Copyright, Intellectual Property or Trademark Infringement: Use of the PDD’s service to transmit any material (by e-mail, uploading, posting or otherwise) that infringes any copyright, intellectual property, trademark, patent, trade secret or other proprietary rights of any third party, including, but not limited to, the unauthorized copying of copyrighted material / software, the digitization and distribution of photographs from magazines, books, or other copyrighted sources.

3.3.11 Torrents: Hosting any kind of torrent service(s) is prohibited.

3.3.12 Collection of personal data: Use of the PDD’s service to collect, or attempt to collect, personal information about third parties without their knowledge or consent is expressly prohibited and the offending PDD account is subject to immediate termination.

3.3.13 Network disruptions and unfriendly activity: Use of the PDD’s service for any activity which affects the ability of other people or systems to use PDD’s Services or the Internet. This includes “denial of service” (DOS) attacks against another network host or individual user.

Interference with or disruption of other network users, services or equipment is prohibited. It is the Member’s responsibility to ensure that their network is configured in a secure manner. A Subscriber may not, through action or inaction, allow others to use their network for illegal or inappropriate actions.

A Subscriber may not permit their network, through action or inaction, to be configured in such a way that gives a third party the capability to use their network in an illegal or inappropriate manner.

Unauthorized entry and/or use of another company and/or individual’s computer system will result in immediate account termination.

PDD will not tolerate any subscriber attempting to access the accounts of others, or penetrate security measures of other systems, whether or not the intrusion results in corruption or loss of data.

3.3.14 System Resources: Any one site found to be utilizing in excess of 5% of the system resources at any given time shall be suspended until we have had a chance to speak with you. If your site is experiencing a sudden surge of traffic, this is likely to put the server under heavy load and may prevent other users from accessing server resources. In this case, we will advise you that an upgrade is necessary. Web hosting accounts are not to be used for storage purposes. We reserve the right to terminate such account if we see fit.

3.3.15 Fraud: Involves a knowing misrepresentation or misleading statement, writing or activity made with the intent that the person receiving it will act upon it.

3.3.16 Infringement of Copyright, Patent, Trademark, Trade Secret, or Intellectual Property Right: Distribution and/or posting of copyrighted or the aforementioned infringements will not be tolerated.

3.3.17 Distribution of Viruses: Intentional distributions of software that attempts to and/or causes damage, harassment, or annoyance to persons, data, and/or computer systems are prohibited. Such an offence will result in the immediate termination of the offending account.

3.3.18 Inappropriate Use of Software: Use of software or any device that would facilitate a continued connection, i.e. pinging, while using PDD’s services could result in suspension service.

3.3.19 Third Party Accountability: PDD’s subscribers will be held responsible and accountable for any activity by third parties, using their account that violates guidelines created within the Acceptable Use Policy.

3.3.20 Violation of PDD’s Services: It is absolutely forbidden to host illegal pornographic content whereas the subjects are under the age of majority, or IRC related services. Accounts found hosting this material will be subject to immediate cancellation without refund and the appropriate authorities will be informed.

3.3.21 IRC networks: IRC in any form is strictly prohibited on our network, unless otherwise stated.

3.3.22 Game Servers: At this time we do not allow game server hosting on our network.


3.4 Security

You are responsible for any misuse of Your account, even if the inappropriate activity was committed by Your client, a subscriber on your site, friend, family member, guest or employee.

Therefore, You must take steps to ensure that others do not gain unauthorized access to Your account. In addition, You may not use Your account to breach security of another account or attempt to gain unauthorized access to another network or server.

You may not attempt to circumvent user authentication or security of any host, network or account. This includes, but is not limited to, accessing data not intended for You, logging into or making use of a server or account You are not expressly authorized to access, or probing the security of other networks.

Use or distribution of tools designed for compromising security is prohibited. Examples of these tools include, but are not limited to, password guessing programs, cracking tools or network probing tools.

You may not attempt to interfere with any service to any user, host or network (“denial of service attacks”). This includes, but is not limited to, “flooding” of networks, deliberate attempts to Overload a service, and attempts to “crash” a host.

Users who violate systems or network security may incur criminal or civil liability. PDD will cooperate fully with investigations of violations of systems or network security at other sites, including cooperating with law enforcement authorities in the investigation of suspected criminal violations.


3.5 Network Performance

You are prohibited from excessive consumption of resources, including CPU time, memory, disk space and session time. You may not use resource-intensive programs which negatively impact other customers or the performances of PDD’s systems or networks. PDD reserves the right to terminate or limit such activities.

If the server we provide to You for Your use has network downtime, You may be able to receive a pro-rated refund up to or equal of one month of service. Network downtime does not include planned maintenance. Approval of the credit is at the discretion of PDD dependant upon justification provided. The uptime of a server is defined as the reported uptime by the server’s operating system. To request a credit, please submit a request by email.


3.10 Disconnections

In the event of a breach of PDD’s AUP by abuse or non-payment, You may, at PDD’s discretion, be required to pay a reconnection fee.


3.11 Data Integrity

You use at Your own risk. While we do perform regular backups, PDD is not responsible for files and/or 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 PDD’s servers. Where PDD has provided web design services, once the site has gone live, and all payments have been made from You to Us, You are considered the owner of (and fully responsible for) the site, database, files and related materials.


3.14 Fair Usage Policy

Our UNLIMITED data transfer/bandwidth offer is subject to our Fair Use Policy – which is designed to ensure a smooth and reliable service for all customers. This policy works well for 99.9% of our customers and we are happy to provide unlimited data transfer except where;

  • Your website exceeds burst (or ongoing) data transit of greater than 5Mb/sec for more than 30 seconds;
  • Your website uses 5% or more of the server resources;
  • Email mail boxes associated with your account exceed more than 300,000 aggregate messages;
  • Your account otherwise negatively impacts upon or degrades our network performance for other users.

In this instance, the account will be subject to review, and service delivery will be temporarily “slowed-down” to protect other users from your over-usage.

In severe cases, we will suspend your account – until we can speak with you to resolve the matter. We will contact you to discuss the situation and to recommend the best solution to suit your situation, for example methods to fix over-usage or alternate services that may be better suited to your needs.

To protect all customers, there are some bandwidth-high activities that are permanently forbidden under our Fair Use policy;

  • Use of your hosting space as a virtual disk, or in other words, as a space for files that are not elements of your website such as storage of file achieves, backups, documents, log files etc.
  • Hosting of Web Portals and / or subscription based services, without our explicit endorsement.
  • Illegal contents including, but not limited to pornographic material, pirated software/music/films/applications or other media stored in any file format or extension.
  • Providing an FTP Service / File Sharing service or Video Streaming without our explicit endorsement.
  • Use of your hosting as a “mirror” for other websites without our explicit endorsement.
  • Sharing of your account with unauthorised persons (those not party to your account).

In the event that we become aware of any such activities, your account may be immediately suspended until we have been able to resolve the matter with you.

 


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4. Domain Name Terms and Conditions


This information gives you, a summary of your rights and responsibilities. You shall be deemed to have read this Agreement and agree to be bound by this Agreement. This Agreement shall supersede all proposals or prior Agreements, oral or written, and all other communications between the parties relating to the subject matter of this Agreement.


4.1 Parties

  • The “customer” can be referred to as the “Name Holder”. This is a person or party who wishes to obtain a domain name.
  • Purple Dog Design Limited (hereinafter referred to as PDD) acts as the Registrar Agent. Our role is that of an agent acting for you at the Registrar who in turn act for you at the Registry.
  • By accepting these Terms and Conditions, you also accept the Terms and Conditions of our third party suppliers in their role as Registrar.

4.2 Terms of Agreement

You must establish at law your rights to own and use the domain name. In particular you must satisfy yourself that no trademark or other intellectual property rights of third parties will be infringed. When a domain name in the Generic Top Level Domain (gTLD) domain name space is registered to you, or in your name as directed by you, you agree:

a) That the following information becomes available to any member of the public:

your name; your contact details; and the domain name, its commencement and expiry dates and address/details of the nameservers for it, and our name.

b) The domain name is registered in your name only because no other person has it according to the records of the register; and

c) Neither we nor anybody else is representing anything else to anybody regarding the domain name. The entry of a domain name in the “who is” database shall not be taken as evidence of anything other than such registration; and

d) That you protect and fully indemnify us and everybody we have a business relationship with to provide services to you, from any claim arising out of the domain name being registered in your name or as you direct.

e) That the domain name you register through us shall ONLY be used for lawful purpose.  Where unlawful activity is discovered on any such registered domain name, we reserve the right to cancel it immediately and or refer such activity to the recognised authorities for further action.


4.3 Payments

  1. As consideration for PDD’s domain name registration, administration, and renewal services, you agree to pay PDD, upon submission of your domain name application, renewal application, or registrar transfer application to PDD, the then-current fees set forth in the PDD price schedule (available on our website) for such services.
  2. Your domain name application, renewal application, or registrar transfer request may not be submitted to the applicable registry unless we receive actual payment of the registration, renewal, or transfer fee.
  3. Once payment has been received, PDD will apply for and maintain your domain name for you. You must pay to PDD the annual renewal fee. Payments can be accepted by bank transfer, and Visa, MasterCard or American Express credit card.
  4. All fees must be paid on time and in advance to PDD, otherwise, this may result in your domain name and services associated with it being suspended, removed from the Internet and/or PDD ceasing to provide its services to you.
  5. All fees are non-refundable (except for our inability to register your domain as specified in 4.4 below), in whole or in part, even if your domain name registration is suspended, cancelled or transferred prior to the end of your then current registration term.
  6. In the event of a charge back by a credit card company (or similar action by another payment provider allowed by us) or other non-payment by you in connection with your payment of the registration, renewal, or registrar transfer fee, you acknowledge and agree that the registration shall be transferred to PDD as the entity that has paid the registration, renewal or transfer fee for that registration to the registry and that we reserve all rights regarding such domain name including, without limitation, the right to make the domain name available to other parties for purchase. We will reinstate any such registration solely at our discretion and subject to our receipt of the applicable registration, renewal of transfer fee and our then current reinstatement fee, currently set at $300.00.
  7. PDD reserves the right to change fees, surcharges, renewal fees or to institute new fees at any time, for any reason, at its sole discretion.

4.4 Domain Name Application & Registration

  1. PDD cannot guarantee that due to circumstances beyond our control, your requested domain name will be assigned to you.
  2. In the event that your domain name registration is not processed successfully, we may refund your Credit Card / bank account for all fees charged – or apply a credit to your account, as preferred by you.
  3. When you register a domain with us, the Registrant or Registered Customer Contact Information (Name Holder) details used shall be that of the person or entity whose details we have on record in the associated Client Account.
  4. We will attempt to register the domain on your behalf and enter your chosen name / entity name as the registered Name Holder. Unless otherwise requested by you, we may choose to register your address and contact details we have on record for you, or elect to register our PO Box address and phone details for the Name Holder.
  5. Unless otherwise requested by you, we may enter your name, email address and PO Box address for the technical and billing contacts – or we may elect to use our details in these fields, so that we can fulfil a comprehensive service to you.
  6. When the new domain name has been registered successfully on your behalf, You will receive a confirmation email to that effect. Please note that new domain names may not instantly be available for use on the internet as typically DNS server propagation times can vary between 24 – 48 hours or more.
  7. Once a new domain name has been registered on your behalf, it cannot be cancelled and no refunds will be given, even if registered in error or the domain is misspelt. Please choose carefully.
  8. If we are unable to register / transfer / renew your requested domain name, we will notify you by email, providing the reason where possible and offering alternatives if available.

4.5 Renewals & Cancellations

  1. The Name Holder contact for a domain name will be notified before a renewal fee is due. Therefore it is vitally important that your email contact details to be kept up to date.  Not receiving an email notification will not be grounds for reinstatement of a lapsed domain.  Correct contact information is your responsibility.
  2. PDD will not be liable for any failure to renew a domain name where you have not maintained your correct contact details at PDD.
  3. Towards the end of the domain name term, PDD will notify you of the renewal date and will attempt to renew it for you on your behalf, if you have instructed us to do so. If you do not wish for us to renew your domain name, you must give us 14 days notice in writing. PDD does not guarantee that it will automatically renew any domain name, therefore it is important that you stay in communication with us, when your domain name is up for renewal.
  4. When the any domain name has been renewed successfully on your behalf, You should receive a confirmation email to that effect. You can always check the domain status by performing a WHOIS lookup.
  5. Failure to renew your domain name(s) will result in the domain name(s) being cancelled. This will cause any email and / or associated website hosting services to cease operating.
  6. Cancelled domain names will be transferred to a holding pool for a period of 14 days (2 weeks). During this 14 day period the current Name Holder can reactivate the name by paying any outstanding Renewal fees plus a reconnection fee. If reactivation by the current Name Holder does not occur within this 14 day cancellation period, You agree that your Name Holder rights shall cease and full title will transfer to PDD who may choose to continue using the domain name by re-registering it under its own name, on-sell it at auction to another interested party, or return it to the pool of available names for public registration.

4.6 Transfers In

  1. When you wish to Transfer a domain to PDD, you must supply the UDAI / EPP or passcode which can be requested from your existing Registrar.  A domain name cannot be Transferred In without this.
  2. You must also ensure that the domain is “unlocked” at the existing Registrar.  We cannot be responsible for failed Transfers where the domain status is locked.
  3. Some domain names are free to Transfer In, while others must be renewed for one year (2 years for .com.au domains) during the transfer process.  Any existing time on the domain shall be added on to the renewal period.
  4. When transferring a domain from another provider to PDD, you may receive additional email confirmation requests that require your attention.  Please ensure to check carefully what (if any) actions are required.
  5. During the Transfer, we will endeavour to retain all of the existing domain contact details, or to apply any missing details with those populated from your Client Account.  You may also have the opportunity to update these domain contact details, however, the Name Holder (Registrant) information cannot be changed without a formal application process, which can take up to 14 days.  Please enquire if you wish to change the Name Holder information.
  6. Unless otherwise requested, we will populate the Technical contact details with those of PDD so that we may provide a full service.
  7. DNS settings for a domain will be retained, wherever possible, to avoid any interruption in service.  However, PDD cannot guarantee that DNS settings won’t get altered.  In some circumstances DNS settings can get altered outside of our control during the Transfer process, so it is important to ensure precautions are taken (for example, keeping a backup copy of the domain DNS settings so they can be restored if necessary).
  8. Domain Transfers can take up to 7 – 10 working days to complete.  We do not recommend altering any of the DNS settings on the domain prior to transferring it, or during the transfer – as this can create technical issues and may lead to downtime for any connected service(s) on your domain.  Any required DNS changes should be made once the domain has fully Transferred In successfully, or at least 7 days in advance of a transfer.
  9. The Name Holder contact for the domain name will be notified when the domain has been successfully transferred In.  In some circumstances, a new UDAI / EPP / Passcode will be issued the the Registrant email address.
  10. If a Transfer failure occurs, we will notify you and provide an opportunity for you to try again. All re-try attempts should be made within 30 days.

4.6 Transfers Away

  1. If you wish to transfer a domain away from Purple Dog, we won’t try to stop you, but we will be sorry to see you go!  We would appreciate the opportunity to discuss why you are moving – and if something has gone wrong – how we can fix it. Please provide an explanation so that we can understand where / how we can improve our service(s).
  2. To move your domain, you will need the domain UDAI / EPP or Passcode.  This can be requested by self service from within your Client Account under the Domains section. See the knowledgebase for more information.
  3. Alternatively, you can send an email to support@purpledogdesign.com requesting the UDAI / EPP / Passcode.  The email request must be submitted from the registered, verified PDD Client Account Primary Contact email address (the account owner). The email request must specifically state exactly what is required and for which domain name, so there is no missunderstanding.  We would also appreciate an explanation.
  4. Due to regulations around domains, please note the following:
    1. We do not have visibility of the domain UDAI / EPP or Passcode.
    2. The domain UDAI / EPP or Passcode can ONLY be sent to the Registrant Name Holder’s email address that is on record for that domain.
    3. If the Registrant Name Holder’s email address on record is no longer active, is inaccessible, or is incorrect, you will need to make a formal request to have it changed.  This can be a lengthy process that can take 7 – 10 working days and may require additional security information to be supplied. To avoid this, ensure your domain details are accurate.
    4. Domain names must be over 5 days old (Not in 5 day grace period)
    5. If a domain name is due for renewal within 14 days, you will be required to renew your domain name prior to moving it.
    6. For transfers of non .nz domain names e.g .com etc.  the domain name must be over 60 days old (Not in 60 day grace period).
  5. For all domain UDAI / EPP / Passcode requests or where a PDD Client Account contact email has not been “verified”, we reserve the right to request additional confirmation or identification, for security purposes.

4.8 Your Obligations

You must notify us immediately your contact details change so that we may update them on your behalf. PDD will not be responsible in any way for any losses, damages, costs or other expenses incurred by you, as a result of your failure to comply with this clause.

Unless otherwise agreed in writing, you are responsible for maintaining the DNS or nameservers of the domain and ensuring that the domain is correctly “pointing” to your chosen destination.


4.9 Limit of Liability

We exclude all liability we may have to you for any claim. This exclusion also applies for the;

(a) The Registry and any other entity we are in any business relationship with;

(b) Every officer, employee, contractor, agent of us;

(c) Anyone else we use to perform our duties under any agreement you have with us.

None of the persons specified above is liable or has to pay you for anything else in connection with or resulting from anything any of us does or does not do, or delays in doing, whether or not it is contemplated or authorised by any agreement you have with us.

This exclusion applies whatever you are claiming for and in whatever way liability might arise

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5. Other Products & Services Terms and Conditions

Our various products and services typically have specific terms that are notified to you at the time of your ordering. However, from time to time, these may be updated / amended and therefore superseded by the following:

5.2 Google Analytics

  1. Where we have built your website, unless otherwise specified in the Schedule, we may provide you with a courtesy Google Analytics account with access to view you website activity statistics.
  2. The courtesy account is a shared account (meaning it is not an administrator account) that gives you access to detailed information on who visits your site, where they are referred from, keyword breakdown and more. Reports can be generated and emailed to you. You also have the ability to log in (you will need a gmail account) and view additional, in depth data.
  3. Most clients are happy with a shared access account – however, if you need extensive control over your account (such as to track specific campaigns, manage your Google Adwords integration, further hands on and in-depth control etc) you will need a dedicated account. In this case, please tell us so that we can factor that into your site build cost.
  4. Note that changing from a shared to a dedicated account once the site has gone live / at a future point in time, will require you (or us, if you would prefer) to set up a new dedicated Google Analytics account. It should also be noted that this change will render your old shared account as ‘reset to zero’ – effectively meaning you will lose all historical comparison report data – and the new account will start as if from new.
  5. Unfortunately, this is a restriction from within Google Analytics and has nothing to do with PDD. We are happy to assist you at standard rates, in retaining the historical data by preparing static PDF reports to capture current stats, that may be useful.
  6. Please note that should you decide to move your hosting away from Purple Dog – we are under no obligation to continue providing you with the courtesy shared Google Analytics account access.

5.3 Google Mail (Gmail), Google Apps & Other

  1. Some clients are happy to utilise 3rd party web based email services e.g. Google Apps or Gmail to capture their server emails or store data
  2. While we are happy to assist customers in the set up and usage of said services, you understand and agree that We are under no obligation to offer installation, configuration or ongoing management support services.
  3. Furthermore, whilst we acknowledge the benefits of using said services, We cannot be held responsible under any circumstances, for the current (or future) operational fitness, security or terms and conditions of such services that are provided by third parties. You are advised to assess the risks of utilising said service – and for determining whether these may or may not change (e.g. in terms of the fee structure, security risks and other important aspects).

 

5.4 Search Engine / Facebook Advertising

  1. A valid credit card will be required.
  2. You agree to pay all relevant advertising “click through” and other disbursement costs as invoiced to you.

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6. Website Design Services / Ongoing or Ad Hoc Project Work

________________________________________
6.2. Project Scope

The scope of the project, fees and timeframe, will be as specified in the Schedule;


6.4. Design Credit & Reference

If We design your site, with Your agreement, We may put a subtle link at the bottom of Your site establishing design credit as applicable.


6.6. Programming Languages, Software, Cross Browser Compatibility & Validation

  1. Unless otherwise agreed between us in the Schedule, your website will be built using the codes / languages as deemed appropriate by Us.
  2. All code used will be validated against current W3C standards (where such agreed standards exist).
  3. We shall use such software platform(s), and any Third Party software such as ‘Plugins’, ‘Themes’, ‘Applications’, ‘Scripts’ (“Apps”) to achieve the best results, as deemed most appropriate by Us.
  4. The final version of the site will display correctly in the current versions (as at Handover) of popular browsers: Mozilla Firefox, Internet Explorer (IE6 is not supported), Google Chrome, Safari & Opera.
  5. The site will be designed for an optimum screen resolution as deemed appropriate by Us (e.g. 1280 x 800px or other if specified).
  6. For any “responsive” (mobile ready) designs – the site will render correctly on tablets & phones from 320px upwards e.g. Android, iOS (iPhone / iPad).

6.8. Website Design Process & Work Flow
Your site will be built “behind closed doors”. You will be able to login to the site to track progress, test functionality and suggest modifications and changes. We provide a Change log file system to assist with tracking all changes, or you can submit changes to us on email, in a Word Document, face to face or over the phone /skype.

If You decide that You require major new functionality or additional features not previously agreed as per the Schedule, We will be happy to incorporate these at additional cost and by mutual agreement.


6.9 Usage of Third Party Software / Applications / Scripts / Themes / Plugins or Modules (“Apps”) in Your Website

In order to achieve specific functionality as specified in Your project brief, You understand and agree that We may elect to use software or plugins (apps) written or produced by Third Parties, under the following conditions;

  1. We will install each app to the “Standard Functionality” [that is, the typical functionality as advertised / published for that app], and ensure it is functioning correctly on the site, to the Standard Functionality.
  2. Where You require additional functionality or modifications not included as Standard Functionality in any app, We will endeavour to incorporate such modifications where feasible, for which We may request an additional fee. In such cases, We will advise you prior to undertaking any modifications.
  3. You acknowledge that We do not guarantee an error or bug free service and that from time to time, such apps and software (for a variety of reasons) can be prone to unavoidable bugs, performance or stability issues, or on occasion, changes in functionality, interoperability, design or similar, and that these changes are outside of Our control.
  4. Where You decide You are dissatisfied with any given installed software or app, or You feel it is not performing in the manner You had expected and You have communicated this to Us – yet we have been unable to find any issue / bug / deficiency in the ‘Standard Functionality’ as advertised for that app / software, We will be pleased to discuss alternative solution(s) at Your additional expense.
  5. Where You believe the functionality of Your website or any installed app is impaired due to a bug or similar dysfunction – or where You feel it is not working as advertised – You should notify Us as soon as possible providing full and detailed information of the perceived failure (including screenshots if possible). Where We are able to replicate and therefore agree that such an issue does exists and is indeed a deficiency in the ‘Standard Functionality’ as advertised, We will provide Our best endeavours to communicate with you and solve any problem as quickly as possible, as follows;
    1. You agree to allow Us reasonable time to resolve the issues(s). Such resolutions can take anywhere from a few hours, to a few weeks or longer where the resolution / fix for such an issue / bug is complex and / or is dependent upon the Third Party releasing an updated version of the software or app.
    2. In all instances, We shall communicate openly with You to advise of Our progress. Where You request it, or where We deem it necessary, We will advise You of possible alternative arrangements either; a) as a temporary solution until the original problem can be properly resolved; or b) as a permanent replacement solution. Additional charges may apply and in such cases, We will advise You prior to undertaking any modifications.
    3. If Handover has already occurred and this bug / issue has arisen afterwards, You must have an active Maintenance Agreement (e.g. Club Purple). If You do not have an active Maintenance Agreement, additional charges may apply and in such cases, We will advise You prior to undertaking any modifications.
    4. You acknowledge, should this situation arise, that it may delay Your site going live, or – where Your site is already live – it may have an impact on the proper functionality of the site. Where You are not able or not willing to wait for a fix, We shall endeavour to offer alternative solutions, and at Our sole discretion – We may opt to provide such alternatives either at no additional cost, at a discounted, or full fee. In such cases, We will advise You.

6.10 Website Evaluation Period, Handover and Training

  1. Following Launch, We’ll provide free support as specified in the Schedule to ensure your satisfaction.
  2. Any bugs or issues must be communicated to us within this time and we will provide an estimated time period that we will require to resolve any such issue / bug.
  3. The site will be considered accepted by You (“Handover”) unless You notify Us to the contrary within this period.
  4. During this period, We will also arrange to provide Training by mutually agreed appointment.

6.12. Ownership, IP & Licensing

  1. Following the successful evaluation / training (“Handover”) period, all site files & associated work, produced by Us for You, shall be transferred to Your ownership and responsibility, unless;
    1. Any fees are outstanding from You to Us, in which case, ownership shall remain with Us until such time that all outstanding fees have been paid in full;
    2. Any such included work, software application / plugin, program file or script or IP is owned by Us, or is derived from a third-party or is a licensed software product or application – (e.g. WordPress or a proprietary software), or any other similar add-on software or application (“app”) contained therein. In such cases, Your continued use of said software indicates Your full agreement to abide by any applicable copyright or usage license terms & conditions, or EULA that may apply, as imposed by the license holder – the details of which are typically found within “license.txt” files, found within Your website root directory folder. Further, You agree that We shall not be held liable to, or party to any such initial or continuing agreement or any related usage condition(s), restriction(s), ongoing maintenance, recurring payment subscription(s) or other – EXCEPT where we have explicitly agreed in writing.
    3. Where any such work, programme or “app” has been produced by Us for You and provided on a ‘non-exclusive’ or ‘licensed’ basis – as specified per the schedule.

6.14. Security & Ongoing Maintenance Responsibility: IMPORTANT

1. Your website is likely to feature software, scripts or apps, whether from 3rd party vendors (e.g. WordPress) or otherwise. It is the nature of software evolution that security patches and / or bug fixes and / or feature updates are released often.

Following Evaluation and Handover, it’s vitally important that Your website software is kept up-to-date to avoid any potential security vulnerabilities and / or to take advantage of any new features. Unfortunately, new security vulnerabilities are discovered regularly, and what was considered safe “yesterday” may in fact, be considered unsafe “today” (and will therefore require upgrading or modifying to correct the issue).

We do provide best endeavours to alert our customers of any known severe issues – however – following Handover, it will be entirely YOUR responsibility to ensure Your software or any apps are kept secure and up to date UNLESS You contract Us to perform these responsibilities on Your behalf either by;

a) Purchasing a Club Purple membership (or similar Maintenance Agreement) from Us, or;

b) Engaging Us on an ad-hoc basis, when required, charged at standard rates.

2. Should You choose not to contract Us and regardless of whether we provide hosting or other related services You will be entirely responsible for:

a) Ensuring any such site software or app is kept up-to-date with the latest versions & security releases;

b) Performing all such software / app updates;

c) Any failure, error or malfunction of Your website or part thereof, that occurs as a result of any update You did or did not perform or any security vulnerability that is discovered. In this instance, if You request Our assistance, We will endeavour to help You to resolve any such issues as best We can, at a fee that we will nominate to you.

3. At ALL times following Handover, You shall become entirely responsible for all data / file security / integrity associated with Your site & for performing and retaining any website data back-ups EXCEPT;

a) Where We host Your website on Our servers, in which case, We shall discharge our responsibilities as specified in section 3. Or;

b) Where We provide this service to you as part of another service (e.g. Club Purple), whereupon We shall be perform our responsibilities as specified accordingly.

Helpful Links:
Updating WordPress
Club Purple Membership
Making a Website Backup

 

 


7. Your Third Party Service Providers

WHEREAS, Client creates, joins or opens an account with any Third Party Service Provider independent to PDD, whether recommended by PDD or not, with the intention of engaging such services provided by said Third Party for the Clients own purposes;

  1. Responsibility
    1. You shall – at all times – be responsible for the account, billing, service agreement and relationship created between You and the Third Party provider.
    2. PDD shall not be held party to any Third Party service terms, performance, data security, content, maintenance, user behaviour or other. PDD shall not be liable to or responsible for, under any circumstances, under the law of contract, tort or otherwise, for any loss of profits or savings or for any special, indirect or consequential loss or damage, cost or expense, however caused, arising out of or in connection with the performance or non performance of this or any Third Party supplier Agreement You may engage with.
  2. Performance of duty
    1. Where You have instructed Us to perform any action on Your behalf, in relation to Third Party account (e.g. to provide support i.e. log in / make settings changes / upload a file(s) etc on Your behalf), or where We have requested such capability in order to fulfil the terms of any Schedule, You agree to (i) provide the necessary authorisation by instructing or communicating with the relevant third-party provider as necessary and (ii) provide Us with the relevant information to perform such actions.
    2. Where We perform any such actions, We shall perform them responsibly and to Our best abilities, however it is You that must ensure all such actions are correct, proper and comply with / and are acceptable within any terms of service or other agreement(s) to which You have agreed whilst contracted with the relevant third-party.

 


8. Hosted Microsoft Exchange Services

WHEREAS, the Client wishes to utilise the Microsoft Hosted Exchange Service, which is provided by one of our trusted Third Party suppliers (Service Provider Partner hereafter “SPP ”);

In addition to Section 7 above; this Agreement will commence when Our SPP starts providing Services to You and will terminate when no SPP Services are being provided to You.

  1. You will be entering into a separate agreement with SPP independently of PDD. SPP will provide and deliver the services described directly to you, independently from PDD and SPP shall invoice you directly for said services.
  2. You may contact either PDD or SPP directly for support. If requested by you, PDD (or another of our Trusted Third Party suppliers) may provide initial set up and / or ongoing assistance (support), that may attract additional fees and these will be communicated to you at the time of your service request.
  3. You will be responsible for the manner in which You and Your authorised users use the SPP Services. You will ensure that only authorised users have access to any passwords provided to You for use in connection with the SPP Services.
  4. You agree not to use the SPP Services for any illegal, unlawful, or offensive act, or to allow any person who may access and use the SPP Services through You to do so at any time. You acknowledge that You are responsible for all acts and omissions of any person using the SPP Services through You.
  5. You acknowledge that although all reasonable endeavours will be taken to ensure that the SPP Services are error-free and uninterrupted, there is no guarantee that the SPP Services will be error-free or uninterrupted, given the nature of the SPP Services.
  6. SPP will maintain confidentiality in respect of:
    1. all information You provide to PDD or to SPP directly (End User Data) in relation to the provision of the SPP Services to You; and
    2. all data (in written or electronic form) which is provided by You to be processed or otherwise accessed or used by or through the SPP Services; and will:
    3. only access and use the End User Data for the purpose of providing the SPP Services to You; and
    4. take appropriate steps to protect the security and confidentiality of all End User Data in the same manner as it protects its own commercially sensitive data.
  7. Except to the extent restricted by law, all warranties or conditions, expressed or implied by statute, or otherwise, which may apply to the supply of the SPP Services to You, are excluded.
  8. Neither PDD nor SPP will be liable, under any circumstances, under the law of contract, tort or otherwise, for any loss of profits or savings or for any special, indirect or consequential loss or damage, cost or expense, however caused, arising out of or in connection with the performance or non performance of this Agreement.
  9. Upon termination of this Agreement, if requested by You, SPP will arrange for the return to You of all End User Data that is in its possession or under its control (except where such information is incorporated within PDDs data backup files, in which case it will be deleted as part of the cyclical rotation of such files).
  10. You may not transfer, assign or sublicense any of Your rights under this Agreement.
  11. Where You have entered into another agreement with PDD in relation to the provision of SPP Services, or if any of PDDs terms of trade (or similar) apply to such provision, the terms of this Agreement will prevail to the extent of any inconsistency.
  12. Any provision of this Agreement which is expressed as being for the benefit of SPP may be enforced by SPP as though it were a party to this Agreement.
  13. SPP reserves the right to charge for any additional training or support requested.
  14. SPP cloud services invoices that You receive are due for payment on the 1st business day of the month in which the services are to be provided. SPP Professional Services invoices are due for payment on the 20th of the month following. Failure to make payment on the due date may result in the termination of Your services with SPP 7 days following the due payment date.
  15. This Agreement will be governed by and construed in accordance with the laws of New Zealand.

 


9. Club Purple – Maintenance Plans

WHEREAS, the Client wishes to engage Us to deliver ongoing website software updates and provide backups and other maintenance services from time to time, under the service known as Club Purple. In addition to Our standard Terms and Conditions; the following shall also apply.

  1. Applicable Customers
    1. Offer available to existing Purple Dog customers with an active website hosting plan.
    2. Non Purple Dog customers may be accepted following a pre-acceptance check and with additional terms as specified in communications.
  2. Applicable Installations
    1. WordPress with at least version 3.2 installed. Older versions / other software may incur an additional fee on first update.
    2. Online shops / booking software / other apps / builds may also be accepted and may attract an additional fee, please enquire.
  3. Club Purple Set Up
    1. Customer agrees that:
      1. in order for Us to perform Our duties, We require exclusive WordPress Admin access.
      2. they will be provided with a reduced access role to prevent conflicts and unauthorised / unmanaged changes from occurring (see: https://www.purpledogdesign.com/clients/knowledgebase/122/Admin-Level-Access.html)
      3. Some additional software plugins will need to be installed so that we can perform our duties.
  4. Software updates
    1. Software updates are typically automated and performed at night, where possible outside of business hours – although urgent updates may be applied at any time, on any given day.
    2. We generally employ a “wait 7 days” policy for most major updates – this is because developers often release follow-up bug patches for major releases – however, we reserve the right to choose when updates will be available / applied.
    3. In rare situations we may choose to decline a specific update, if we become aware of any problem or issue related to that update that may negatively affect the functionality of a site, the operation of a hosting account or the hosting server itself.
    4. We will only apply software updates to software that “advertises” updates as being available via the WP update page.
    5. Software updates shall only be applied to software that is currently installed and licensed. Should a software require an additional license (e.g. a Premium Software), we shall perform updates where updates are “advertised” as available, however, the Client shall be responsible for paying for and maintaining the terms of that license, unless otherwise agreed in writing.
    6. Where any software is required to be updated via an external repository (e.g. the software must first be manually downloaded from an external site, then uploaded to your site), additional fees may be applicable, which will be communicated to you.
    7. We shall not be responsible for any software content, or any “bugs” introduced to your site as a result of an update.  If a new software update “breaks” your site, we shall endeavour to assist you in either removing the software or rolling it back to a previous version. This may be chargeable, depending on the severity and workload.
  5. General
    1. The “spirit” of Club Purple is “best endeavours” and nothing in this agreement shall be construed to constitute a guarantee of infallible service.
    2. The security of a website remains the responsibility of the owner.  By subscribing to Club Purple, we offer to assist you to keep your site secure by providing software updates and performing other maintenance tasks to help reduce your workload and the possibility of hacking or malicious attacks.  However, Club Purple does not provide a guarantee that your site will be 100% secure, or that your site will not suffer from bugs as a result of an update.
    3. Club Purple service specifics / offerings may change from time to time.
    4. Subscription fees for Club Purple is on an annual payment basis only. Fee is separate and on top of any other fees you may already pay.
    5. The monthly report is provided out of courtesy and may not always be available. Data accuracy is for information / evaluation purposes. Certain data (e.g. Google Analytics information) may not be included if we do not provide the associated service to you.
    6. Free Annual Review is a courtesy service and may not always be available or offered.  An appointment is required (please contact us) and the duration of the review is 60 minutes by the method of our choosing. Additional time, if required, may be charged at standard Club Purple rates.
    7. In the event a customer chooses to cancel the Club Purple service, or no longer has an active website hosting plan with Us, maintenance responsibility shall revert back to the customer and all related data and backups associated to the provision of the Club Purple service shall be deleted without the possibility of recovery.
    8. If your website was not built by Us, we may not be able to provide a full service.  Please contact us to discuss further.
    9. Note: Bonus packs have been withdrawn.  If you are an existing customer with a bonus pack, this will expire at the end of your current term.
    10. We reserve the right to;
      1. Decline any order/site without reason.
      2. Cancel any plan or make any change at any time without notice.  Though changes will usually be communicated through our website or via email, your continued use of the service will be taken as your agreement to any such changes.
      3. Should we need to amend / withdraw any plan, all existing customer plans will be honoured until their renewal date, when they shall automatically inherit the new plan.
  6. Disclaimer
    1. Being a Club Purple member offers you enhance level protection against malware / hack attempts, however it is not a guarantee of infallible service.  You should still maintain adequate backups of your website/data for your own piece of mind and security.
    2. Software updates and backups are performed to the best of our ability – however, we will not be responsible in whole or in part for any loss of data/service or related loss of income whatsoever, due to any error, new feature, new version, failure or bug introduced into any app, software or data as a result of an update, a lack of an update, a backup or lack thereof.

 


10. Time Blocks

WHEREAS, the Client wishes to engage Us to deliver ongoing services under the service known as Time Blocks. In addition to Our standard Terms and Conditions; the following shall also apply.

  1. Applicable Customers
    1. Offer available to existing Purple Dog customers who wish to hire us for a number of hours each week on an on-going basis.
    2. Non Purple Dog customers may be accepted following a pre-acceptance check and with additional terms as specified in communications.
  2. Hours Allocated
    1. For the sake of clarity hours are sold weekly, however, you will be billed monthly in advance and we are contracting to deliver those weekly hours cumulatively each month.  Because some months are shorter than others, we use the standard accounting practice of averaging (No hrs per week * 52 weeks / 12 months).  This means we will work the same number of hours each contracted month, regardless of the length of that month.
    2. Unused hours can roll over from week to week within a given month, however unused hours for a given month do not roll over to the next month.
    3. Hours maybe used in one job, or over several jobs in any given month.
    4. We will be proactive in seeking tasks to perform from you, however, please assist us by providing advice of any specific jobs required.
  3. Payment & General Terms
    1. Payment is monthly in advance.
    2. If the hours worked exceed the amount of hours contracted in a given month, we will charge for the additional time at the same current rate.  If you consistently go over the hours, it will be better to upgrade the number of hours per week you contract into, in order to get cheaper rates.
    3. Minimum period is 3 months.

 


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