Terms & Conditions

Introduction

1.1 These terms of engagement apply to all services provided by Gather Creative Limited ("we", "us", "our"), unless different or additional terms are agreed in writing with our client ("you").

Scope of the engagement

2.1 At the start of an engagement, we'll confirm our understanding of the services you've asked us to deliver - usually by way of a proposal, quote, or scope document.

2.2 In carrying out the engagement, we will:
2.2.1 keep you informed of significant developments relevant to your project;
2.2.2 take reasonable care and skill in our work; and
2.2.3 use our best efforts to deliver the agreed outcomes within the timeframes and budget we've set out together.

2.3 Our duties under these terms are owed solely to the client who has engaged us. We don't accept responsibility to any third party affected by our work, except where expressly agreed in writing.

Fees, charges and payment terms

3.1 Fees are calculated in accordance with our quote or estimate, and/or the rates we charge for the people working on your project. We'll also charge for any costs paid on your behalf to third parties (disbursements - e.g. stock imagery, print costs, ad spend). We reserve the right to request payment in advance.

3.2 Invoices are payable on or before the 20th of the month following the invoice date, unless otherwise agreed in writing. Our usual practice is to invoice monthly for ongoing work, or at agreed milestones for project work.

3.3 If an invoice is overdue, we reserve the right to pause work until it's paid, require advance payment for further work, or end the engagement. We may also offset any amount you owe us against anything we're holding on your behalf. If we need to take recovery action, you'll be liable for our reasonable costs of doing so. Interest of 2% per month applies to overdue balances.

3.4 If a deadline is pushed out because content, feedback, or approvals from you are delayed, this may add cost to the project - we'll flag this as early as possible.

Ownership, intellectual property and copyright

4.1 Once all fees for the relevant work are paid in full, you own the final deliverables we create for you.

4.2 We retain ownership of the working materials used to produce those deliverables - design files, templates, drafts, and any proprietary tools or frameworks we use along the way. On full payment, we grant you a non-exclusive, perpetual licence to use the final deliverables for your own business purposes. You may not resell, sublicense, or pass the deliverables on to third parties for their own use without our written permission.

4.3 We reserve the right to hold any documents or materials on your behalf until any outstanding amounts owed to us are paid.

Confidentiality and privacy

5.1 Both parties will treat information shared in connection with an engagement as strictly confidential, and will not disclose it to third parties or use it for their own advantage.

5.2 We'll handle any personal information you provide in accordance with the Privacy Act 2020 - see our Privacy Policy for details of how we collect, use, and store personal information.

Working relationship

6.1 Our work together relies on a good degree of trust and open communication. Either party may end the engagement if that relationship has broken down in a way that can't reasonably be resolved.

Liability and warranties

7.1 We'll carry out our services with reasonable care and skill, but we don't guarantee that any advice, creative work, or strategy will achieve a particular commercial outcome. Where our services are provided for business purposes, the provisions of the Consumer Guarantees Act 1993 are excluded to the extent permitted by law.

7.2 Web builds. For website or platform builds, we provide a 14-day warranty from the live launch date, covering base functionality — including CMS operation and any features defined in the original project scope - that may present issues once the site is live. If a fault is reported within this period, we'll carry out an initial assessment to determine the cause. Where the issue relates to signed-off functionality that isn't performing as intended, we'll correct it at no additional cost, unless:
7.2.1 the issue was caused by client-side changes, configuration changes, or third-party access after launch;
7.2.2 the issue results from hosting provider faults, service changes, or other third-party dependencies outside our control;
7.2.3 the issue arises from undisclosed client processes, untested use cases, or gaps in client testing that would reasonably have surfaced the fault before launch; or
7.2.4 the issue reflects a difference in expectation or interpretation of functionality outside what was documented and agreed in scope.After the 14-day warranty period, any new issues are managed under a separate maintenance agreement or on a discovery/quoted basis.

7.3 Photo and video shoots. Shoot dates are confirmed on booking. If you need to cancel or reschedule with less than 5 working days' notice, we reserve the right to charge a cancellation fee to cover costs already committed (crew, location, equipment, talent). Where a shoot is delayed or cancelled due to weather, location access, or other factors outside our control, we'll work with you to reschedule and will only charge for costs already incurred. Any model, location, or talent releases required for the shoot are your responsibility to arrange unless we've expressly agreed to arrange these on your behalf.

7.4 Neither party is liable to the other for indirect or consequential loss, including loss of profit, revenue, or anticipated savings, however it arises.

7.5 Our total liability arising from or in connection with any engagement, whether in contract, tort, or otherwise, is limited to the total fees paid by you for that engagement in the 12 months preceding the event giving rise to the claim. This limit doesn't apply to liability arising from wilful misconduct or breach of confidentiality.

Disputes

8.1 If a dispute arises in connection with these terms or an engagement, the party raising it will notify the other in writing, setting out the details. Both parties will make a genuine effort to resolve the matter directly.

8.2 If the dispute isn't resolved within 10 working days of notice being given, either party may refer it to mediation, with a mediator appointed by agreement, or - failing agreement - appointed by the President of the New Zealand Law Society.

8.3 If mediation doesn't resolve the dispute within 15 working days of the mediator's appointment, either party may refer it to arbitration under the Arbitration Act 1996, before a sole arbitrator appointed by agreement or, failing agreement, by the President of the New Zealand Law Society. The arbitrator's decision is final and binding.

General

9.1 No changes to these terms are binding unless agreed in writing.

9.2 If we don't insist on strict performance of these terms on any occasion, that doesn't waive our right to do so later.

9.3 Neither party is liable for delay or failure to perform obligations caused by events reasonably outside their control, and is entitled to a reasonable extension of time as a result.

9.4 These terms, and any agreement between you and us, are governed by New Zealand law.