Terms & Conditions

Last updated: April 2026

1. Introduction

These terms and conditions (“Terms”) apply to all services provided by Control Shift Limited (“we”, “us”, “our”, “the Company”) to our clients (“you”, “your”, “the Client”). By engaging us for any service – whether by accepting a quote, requesting work to commence, making payment, or purchasing a plan through our website – you agree to be bound by these Terms.

Control Shift Limited is based in Auckland, New Zealand and operates in accordance with New Zealand law.

2. Definitions

“Contract” means these Terms together with any quotation, proposal or plan agreement provided to you by us. “Fees” means the fees set out in the relevant quotation or plan. “Scope of Work” means the work described in the quotation provided to you. “Service Level Agreement” or “SLA” means our Service Level Agreement, available at controlshift.co.nz/sla.

3. Our Services

Control Shift specialises exclusively in WordPress website development, managed hosting and on-going care. Our services include:

• WordPress website design and development for smaller or fixed-budget projects
• WordPress website development from a finalised design
• Managed WordPress hosting
• On-going care plans for content updates, design tweaks and development time
• Migration of existing websites to our hosting environment
• White-label WordPress development for agencies and design partners
• Domain registration and management

We do not provide services outside this scope, including but not limited to: email hosting, custom APIs, complex software development, learning management systems, SEO strategy, content writing, standalone graphic design, or third-party platform configuration.

4. Service Level Agreement

All hosting, care plans and ongoing support services are subject to our Service Level Agreement (SLA), available at controlshift.co.nz/sla. By purchasing or continuing to use any of these services, you agree to be bound by the SLA in addition to these Terms. In the event of any conflict between these Terms and the SLA, the SLA will prevail in respect of hosting and support matters.

The SLA sets out important obligations regarding client responsibilities, website access, security configuration, third-party developer access, plugin management, DNS access, and the limits of our liability in relation to security breaches, hacking and ecommerce. All clients are encouraged to read the SLA in full before engaging our services.

5. Quotes and Variations

All quotes and proposals are valid for thirty (30) days from the date issued. If not accepted in writing within this period, they may be amended or withdrawn at our discretion.

Any work outside the agreed Scope of Work will be quoted separately and requires your written approval before we proceed. We reserve the right to revise quotes if project requirements change after the initial proposal is accepted. Errors in proposals, quotations or invoices are subject to correction without liability on our part.

The Client is responsible for ensuring the accuracy of the terms of any Scope of Work.

6. Project Requirements

For website development projects, we require the following before development begins:

• A fully completed and approved design
• All content, including text, images and any other media
• Final decisions on functionality, integrations and structure

We do not manage content creation or late-stage design changes. Delays in providing the above may impact agreed timelines and cost. We will endeavour to complete work by agreed dates, but time of completion is not of the essence of the Contract.

7. Fees

All fees are as set out in the quotation, invoice or plan agreement provided to you. All amounts are exclusive of GST unless stated otherwise. Unless specified in your quote, you will also be liable for any reasonable out-of-pocket expenses incurred in fulfilling the Contract, including third-party software, stock imagery (with your prior approval), and any external supplier costs, which may be subject to a management fee.

8. Payment Terms

Invoices are issued through Xero. Unless otherwise stated in your invoice or quote:

• New clients: A 50% non-refundable deposit is required before work begins, with the balance due within seven (7) days of completion or go-live.
• Milestone projects: 100% payment is due within seven (7) days of each milestone being delivered.
• Hosting, care plans and domains: Billed monthly or annually in advance, in accordance with the SLA.

All invoices are payable by electronic funds transfer. No work will commence until payment has cleared.

All deposits and initiation fees are non-refundable, as these costs are immediately incurred upon commencing a Scope of Work. If a project is cancelled or postponed, all amounts paid are retained by us, and a fee for any work completed beyond what was already paid for will be invoiced and is payable on demand.

We reserve the right to suspend services or withhold deliverables where invoices are overdue. If any invoice remains unpaid for more than fourteen (14) days, we may give notice that work will cease until payment is made. Hosting may be suspended for accounts more than fourteen (14) days overdue following written notice.

Overdue invoices will accrue interest at the BNZ ruling overdraft rate plus 2%, calculated from the due date until payment is received in full. If invoices remain unpaid after sixty (60) days, we will initiate debt collection proceedings and you will be liable for all associated costs, including legal fees and disbursements.

Original files and deliverables will not be released until all invoices are paid in full.

9. Acceptance of Scope of Work

You acknowledge that our Scope of Work and Fees are accepted upon: written or verbal instruction to proceed; payment or part-payment of any invoice; or the absence of any complaint within the payment terms of the Contract.

10. Hosting

Where we build your website, it must be hosted with Control Shift. Our systems, monitoring, security and workflows are built around our hosting environment, and we cannot guarantee performance, security or reliability on environments we do not control. If you choose to move your website to third-party hosting after we build it, we will not be able to provide on-going care, support or maintenance.

Standalone hosting plans are available for existing WordPress websites not built by us, subject to a compatibility assessment at our discretion.

Our managed hosting includes daily backups, SSL, uptime monitoring, security scans, core WordPress updates, and licences for standard plugins we build with. Servers are located in Sydney, Australia and are operated by our hosting provider, Cloudways. Full hosting terms, uptime guarantees and fair use limits are set out in the SLA.

11. On-Going Care Plans

Care plans are optional and provide dedicated development time each month for content changes, design tweaks, bug fixes and new features. Specific terms regarding plan tiers, hours, rollover and overage are set out in the SLA and your care plan agreement.

Care plans may be cancelled with thirty (30) days written notice. If a care plan is cancelled, hosting can continue separately on its own terms. Any unused hours within a billing period are not refunded.

12. Deliverables and Proofs

Proofs of deliverables may be submitted for your approval. We will not be liable for errors not corrected by you in proofs submitted. Additional charges apply for proofs required due to Client-requested changes. Work in incomplete form may not be used or published without our prior written consent. No modifications to the Scope of Work may be made during the Contract without our prior written agreement.

We support the latest two versions of Google Chrome, Mozilla Firefox, Microsoft Edge, Safari (desktop and iOS), and the latest two versions of Android browser. We do not support Internet Explorer.

13. Website Ownership and Intellectual Property

Once full payment has been received, you own the rights to the content, design and custom code created specifically for your website. You do not own the rights to any third-party themes, plugins or licensed software used in the build, which remain subject to their respective licences.

Any code or functionality developed by us that is reusable or generic in nature remains our intellectual property and may be used in other projects.

We retain ownership of all work in any form until all invoices have been paid in full. On payment, you may request assignment of relevant intellectual property rights arising from the Contract’s deliverables.

We may use completed work and your name for promotional purposes (e.g. our portfolio), unless agreed otherwise in writing. We assert our right to be identified as the author of works resulting from the Contract, subject to your reasonable approval.

14. Client Content and Copyright Indemnity

You warrant that all content, images, text, logos, data and other materials you supply to us (“Client Content”) are either owned by you or that you have obtained all necessary licences, permissions and consents to use them, and that their use by us in performing the Scope of Work will not infringe the intellectual property rights, privacy rights or any other rights of any third party.

You indemnify us and hold us harmless against any and all claims, costs, damages, losses, liabilities and expenses (including legal fees) arising from or related to: any claim that Client Content infringes the copyright, trademark, privacy or other rights of any third party; your breach of the above warranty; or your use of the completed website or any deliverable in a manner that infringes third-party rights.

We are not obliged to verify whether Client Content is lawfully owned or licensed, and we accept no liability for any consequences arising from the use of Client Content supplied by you.

15. Third-Party Services

Where we integrate third-party tools or services into your website, we are responsible only for the technical integration – not for the ongoing operation, support or behaviour of those services. Issues with third-party services should be raised directly with the relevant provider.

16. Backups and Data

We maintain regular backups of all websites hosted with us in accordance with the backup schedule set out in the SLA. While we take reasonable steps to protect your data, we cannot guarantee against all forms of data loss. You are encouraged to maintain your own copies of any critical content. You are responsible for maintaining backups of any data not hosted with us.

17. Frustration of Contract

If you frustrate the progress of a project – including but not limited to failing to provide required content, approvals or instructions, becoming unresponsive, or repeatedly requesting changes that prevent work from progressing – we reserve the right to give you fourteen (14) days written notice that the Contract will be terminated if the cause of frustration is not remedied.

If the frustration is not remedied within that fourteen (14) day period, we may terminate the Contract and invoice you for the full value of all work carried out to the date of termination. That invoice will be payable on demand.

18. Confidentiality

Both parties agree to keep confidential any sensitive business information shared during the course of our engagement, including login credentials, business strategy, financial information and other non-public information. This excludes information that is or becomes publicly available through no fault of either party.

Any materials submitted by us before a Contract is agreed or fully paid are confidential and may not be shared, copied or used for any purpose without our written consent.

19. Termination

Either party may terminate a service agreement with thirty (30) days written notice. We reserve the right to terminate immediately and without liability if you: fail to pay any invoice within thirty (30) days of its due date; become insolvent, bankrupt or enter into any arrangement with creditors; supply us with false or misleading information; or behave in a manner we consider harmful or abusive to our team.

If a project is delayed by more than one month due to your instruction, act or omission, we may withdraw from the Contract and invoice for all work completed to that date.

On termination, all outstanding invoices become immediately due. We will provide a final backup of your website upon request. If your website needs to be transferred from our servers, all outstanding invoices must be paid in full before any transfer takes place, and you will be charged for time spent preparing the handover.

20. Our Liability

We will use reasonable endeavours to achieve the Contract objectives, but offer no warranty that deliverables will be a complete or partial solution to your requirements. Verbal statements by our staff are not binding unless confirmed in writing by an authorised representative.

To the fullest extent permitted by law, our total liability for any claim arising from or related to our services is limited to the total amount paid by you for the specific service giving rise to the claim in the three (3) months prior to the claim.

We will not be liable for any indirect, incidental, consequential or special damages, including loss of revenue, loss of data, loss of business opportunity, or reputational harm.

Any claims must be made against the Company, not against any individual director, employee or shareholder.

Nothing in these Terms is intended to exclude or limit any rights you may have under the New Zealand Consumer Guarantees Act 1993, where it applies.

21. Business Use

You warrant that you are entering into this Contract for trade or business use and that you are in trade. Accordingly, the parties agree to contract out of the provisions of the Consumer Guarantees Act 1993 and the Fair Trading Act 1986 (including sections 9, 12A, 13 and 14(1)), and you acknowledge that it is fair and reasonable to do so.

22. Force Majeure

We will not be liable for any failure or delay in performance caused by circumstances beyond our reasonable control, including natural disasters, internet outages, third-party service failures or government action.

23. Data Protection and Privacy

We will comply with the New Zealand Privacy Act 2020 when processing data on your behalf. Please see our Privacy Policy at controlshift.co.nz/privacy-policy for full details. You are responsible for ensuring your use of our deliverables complies with all applicable laws and regulations.

24. Electronic Communication

Electronic transmission of information cannot be guaranteed to be secure or error-free. We use commercially reasonable procedures to protect our systems. You are responsible for protecting your own systems and data in relation to electronic communications.

25. Your Records

On completion of our services, we will return any original documents or records belonging to you. We will hold records for no longer than seven (7) years unless we consider them of continuing importance.

26. Your Obligations

You retain responsibility for deciding how to implement or act on advice we provide, and for achieving any benefits that require action on your part. Where our team attends your premises, you agree to provide them with appropriate health and safety protections in accordance with the Health and Safety at Work Act 2015.

27. Complaints

If you are dissatisfied with our service or have suggestions for improvement, please contact us directly. We will investigate all complaints carefully and promptly and do our best to resolve them.

28. General

This Contract constitutes the entire agreement between the parties and supersedes all prior negotiations, representations or agreements. No variation to this Contract is effective unless made in writing and signed by both parties. You may not transfer or assign your obligations under this Contract without our prior written consent. If any provision of this Contract is found to be invalid or unenforceable, the remaining provisions continue in full force.

29. Changes to These Terms

We may update these Terms from time to time. The latest version will always be published on this page, with the date at the top reflecting when it was last updated. Continued use of our services after changes are published constitutes acceptance of the updated Terms.

30. Governing Law

These Terms are governed by the laws of New Zealand. Any disputes will be resolved in the New Zealand courts.

31. Contact

If you have any questions about these Terms, please contact us:

• Email: [email protected]
• Phone: 09 390 7975
• Address: Level 4, 253 Queen Street, Auckland CBD, Auckland 1010