Terms of Service
Last Updated: 24 June 2026
Welcome to Binary World. These Terms of Service (“Terms”) govern your access to and use of our website (www.binaryworld.nz) and the purchase or use of any of our digital marketing, website development, mobile application engineering, business automation, or IT infrastructure services (collectively, the “Services”).
By accessing our website or signing a Statement of Work (SOW), Proposal, or Service Agreement with Binary World (“we”, “us”, “our”), you (“Client”, “you”) agree to be bound by these Terms. If you do not agree to these Terms, you must not access our website or use our Services.
1. Engagement & Statements of Work
1.1 Proposals & SOWs: Every specific project or ongoing retainer will be detailed in a separate Statement of Work (SOW) or official proposal. The SOW will define the scope of work, project milestones, deliverables, timelines, and fees.
1.2 Priority: In the event of any conflict between these general Terms and a signed SOW, the terms of the specific SOW will take priority for that project.
1.3 Scope Changes: Any adjustments, additions, or variations to the scope defined in an active SOW must be agreed upon in writing and may incur extra costs at our standard hourly rates.
2. Client Responsibilities & Data Access
2.1 Provision of Materials: To deliver the Services (such as web development or digital marketing), you must provide us with necessary assets, copy, branding materials, credentials, and text assets in a timely manner. We are not liable for project delays caused by a failure to supply these materials.
2.2 Software Access: For business automation or custom application integrations, you grant us secure access to your relevant third-party platforms (e.g., Xero, Stripe, Shopify, CRMs). You represent that you have the legal right to grant this access.
3. Fees, Invoicing, & Payment Terms
3.1 Currency: All quotes and prices are in New Zealand Dollars (NZD) and exclude GST unless explicitly stated otherwise.
3.2 Payment Schedules:
- Fixed-Price Projects: Usually require a deposit (e.g., 50%) upfront before work commences, with milestone payments billed throughout the lifecycle.
- Retainers & Subscriptions: Billed monthly in advance.
- Hardware & Managed Hosting: Billed monthly or annually in advance. 3.3 Late Payments: Payments are strictly due within the timeframe specified on our invoice (typically 7 to 14 days). We reserve the right to suspend active services, take down hosted sites, or pause digital marketing ad campaigns if accounts remain overdue.
4. Intellectual Property (IP) Rights
4.1 Pre-existing IP: Each party retains ownership of any intellectual property created or owned prior to the commencement of the project.
4.2 Project Deliverables: Upon full and final payment of all outstanding invoices, ownership of the specific visual assets, website frontend code, and custom software developed explicitly for you transfers to the Client.
4.3 Binary World Materials: We retain all intellectual property rights in our underlying frameworks, pre-built automation modules, proprietary middleware code, templates, and methodologies utilized during development. We grant you a non-exclusive, perpetual, royalty-free license to use these elements solely within the context of your specific project deliverables.
5. Software & Managed Hosting Subscriptions
5.1 Uptime & Maintenance: While we employ enterprise-grade cloud environments (AWS, Microsoft Azure, Vercel) and provide performance tuning, we do not warrant that hosting services will be completely uninterrupted or error-free.
5.2 Backups: We run daily automated backups on managed hosting plans. However, Clients are encouraged to keep independent local records of critical operational data.
5.3 Cancellation: Monthly recurring subscriptions or care plans can be cancelled by providing 30 days written notice prior to the next billing cycle, unless a longer lock-in period is defined in your SOW.
6. Physical Hardware & IT Infrastructure Installations
6.1 On-Site Installation: For office networking, structured cabling, and CCTV security environments, the Client must ensure safe, clear, and unhindered access to the commercial premises at the scheduled time.
6.2 Hardware Warranties: Physical hardware (e.g., Ubiquiti UniFi, Hikvision, Cisco routers) is covered strictly by the specific manufacturer’s warranty terms. Binary World provides professional installation and configuration services but is not responsible for physical component manufacturing defects.
7. Limitation of Liability & Consumer Guarantees Act
7.1 Business Purpose: You acknowledge that you are acquiring our Services for business purposes. To the maximum extent permitted by New Zealand law, the provisions of the Consumer Guarantees Act 1993 do not apply.
7.2 Limitation: In no event shall Binary World be liable for any indirect, incidental, special, or consequential damages—including loss of profits, revenue, data, or business opportunities—arising out of or in connection with our services.
7.3 Maximum Liability: Our aggregate liability for any claim arising out of these Terms or any SOW, whether in contract or tort, shall be strictly limited to the total fees paid by you to us for the specific project or service under dispute during the preceding 3-month period.
8. Confidentiality
8.1 Mutual Confidentiality: Both parties agree to keep all trade secrets, commercial strategy details, database files, and sensitive financial information acquired during the working relationship strictly confidential. This obligation survives the termination of our services.
9. Termination
9.1 Termination for Convenience: Either party may terminate an ongoing service retainer by providing the written notice specified in the relevant SOW (typically 30 to 60 days).
9.2 Termination for Cause: Either party may terminate an active agreement immediately if the other party breaches a material term and fails to remedy that breach within 14 days of receiving written notice, or becomes insolvent or goes into liquidation.
10. Governing Law
10.1 These Terms and any separate agreements for Services shall be governed by, construed, and enforced in accordance with the laws of New Zealand. Both parties irrevocably submit to the exclusive jurisdiction of the New Zealand courts located in Auckland.
11. Contact Information
If you have any questions or require clarification regarding these Terms of Service, please reach out to our legal compliance desk:
Binary World
Auckland, New Zealand
Email: hello@binaryworld.nz