Terms of Business

These Terms of Business explain how Innovision Group Limited and the Llamavision brand work with customers, contractors, suppliers, and project partners.

They apply unless a different written agreement has been accepted by both parties.

Innovision Group Limited provides digital, software, AI, website, automation, consulting, support, and related business services.

Llamavision is the software, code, AI, website, and development arm operated by Innovision Group Limited, unless a different contracting entity is agreed in writing.

Company: Innovision Group Limited
Company No: 9333898
NZBN: 9429052756757
GST: To be confirmed

These terms are intended to keep projects clear, fair, and practical. They explain how work is agreed, how payment is handled, how defects are assessed, and where responsibility sits when customer direction, third-party systems, changing requirements, or outside dependencies affect a project.

Scope of Services

Innovision Group Limited and Llamavision provide digital, software, AI, website, automation, consulting, support, and related business services.

The specific services, deliverables, fees, timing, and project details will be set out in a written quote, proposal, statement of work, email agreement, task list, or other written instruction accepted by both parties.

Specifications and Requirements

We will perform the agreed services substantially in accordance with the written requirements, specifications, brief, or instructions agreed for the work.

Work is assessed against the agreed written requirements, not against later preferences, changed direction, undocumented assumptions, or requirements introduced after the work has been completed.

Where requirements are unclear, incomplete, conflicting, changed, or dependent on decisions by the customer or a third party, we are not responsible for issues caused by those matters.

Customer Responsibilities

The customer must provide timely access, information, approvals, content, systems, accounts, staff, decisions, and third-party materials reasonably required for the work.

We are not responsible for delays, defects, or additional costs caused by late, incomplete, inaccurate, or changing customer information or instructions.

The customer remains responsible for business decisions, final approvals, account access, passwords, hosting access, domain access, backups, and security arrangements unless we have expressly agreed in writing to provide those services.

Changes to Scope

Either party may suggest a change to the scope, requirements, specifications, functionality, timing, or deliverables.

Additional work, rework, investigation, meetings, analysis, or development caused by a change in scope may be charged at our current rates unless otherwise agreed in writing.

Acceptance and Review

The customer must review work supplied within a reasonable time and notify us in writing of any material issue.

Where the customer uses, publishes, deploys, approves, or does not raise a material issue within a reasonable review period, the work may be treated as accepted.

Warranty and Remedy

We stand behind our work.

If there is a genuine defect in our own work, measured against the agreed written requirements, we may choose to:

  1. correct the defective work at no additional charge;
  2. resupply the relevant services; or
  3. refund the amount paid for the defective part of the services.

This is the customer’s sole remedy for defective services, to the fullest extent permitted by law.

Exclusions

We are not liable for a defect, delay, loss, damage, or cost to the extent it is caused by:

  1. the customer;
  2. a third party;
  3. another supplier, developer, contractor, host, platform, plugin, API, software provider, or service provider;
  4. customer instructions, client direction, or project management decisions;
  5. unclear, incomplete, changed, or conflicting requirements;
  6. changes made by someone other than us;
  7. hosting, DNS, email, server, WordPress, plugin, theme, API, browser, device, or third-party platform changes outside our control;
  8. the customer’s systems, accounts, data, security, backups, or configuration;
  9. use of the work outside the agreed purpose;
  10. failure to follow our reasonable advice or instructions.
  11. Charges and Payment

The customer must pay the amounts set out in the agreed quote, proposal, statement of work, invoice, or written agreement.

Unless otherwise agreed in writing, invoices are payable in full by the due date and without set-off, deduction, withholding, or counter-claim.

Any dispute about part of an invoice does not remove the obligation to pay the undisputed amount by the due date.

GST and Taxes

All prices are exclusive of GST unless stated otherwise.

Where GST applies, GST will be added to invoices at the applicable rate.

Intellectual Property

Each party retains ownership of its pre-existing intellectual property, including tools, code libraries, templates, methods, workflows, AI prompts, automation patterns, documentation, designs, systems, and know-how.

Unless otherwise agreed in writing, the customer owns the final paid-for deliverables created specifically for the customer, subject to:

  1. payment in full;
  2. Innovision Group Limited retaining ownership of its pre-existing intellectual property;
  3. any third-party licence terms; and
  4. Innovision Group Limited retaining the right to reuse general skills, knowledge, ideas, methods, techniques, and non-confidential know-how.

We may use third-party software, plugins, platforms, APIs, open-source components, AI tools, or licensed materials where appropriate. Those items remain subject to their own licence terms.

AI-Assisted Work

Where AI tools are used to assist with research, drafting, design, testing, code, workflows, or analysis, we will use reasonable care and human review appropriate to the nature of the work.

The customer remains responsible for final business approval, operational decisions, legal decisions, medical decisions, financial decisions, and any regulated use of AI outputs unless otherwise agreed in writing.

Confidentiality

Each party must keep the other party’s confidential information confidential and use it only for the purposes of the agreed work.

Confidential information does not include information that is public, already known, independently developed, received lawfully from another source, or required to be disclosed by law.

Security and Backups

We will take reasonable care when working with customer systems, accounts, data, and materials.

The customer remains responsible for maintaining suitable backups, administrator access, passwords, hosting access, domain access, account recovery details, business continuity processes, and security arrangements unless we have expressly agreed in writing to provide those services.

Limitation of Liability

To the fullest extent permitted by law, Innovision Group Limited and Llamavision are not liable for indirect loss, consequential loss, loss of profit, loss of revenue, loss of business, loss of data, loss of goodwill, business interruption, or third-party claims.

If Innovision Group Limited or Llamavision is held liable for any reason, total liability is limited to the amount paid by the customer for the services to which the liability relates.

Consumer Guarantees Act

Where the customer acquires services for business purposes and it is fair and reasonable to do so, the parties agree to contract out of the Consumer Guarantees Act 1993 to the fullest extent permitted by law.

Termination

Either party may terminate an agreement in writing if the other party commits a material breach and fails to remedy that breach within a reasonable time after written notice.

We may pause work or withhold delivery if invoices are overdue, required access is not provided, or the customer materially changes the agreed work without agreeing revised scope, timing, or fees.

Disputes

If a dispute arises, the parties will first try to resolve it in good faith through discussion.

Neither party should start formal proceedings unless it has first given written notice of the dispute and allowed a reasonable opportunity for discussion or mediation, except where urgent relief is required.

Governing Law

These terms are governed by New Zealand law.

The parties submit to the non-exclusive jurisdiction of the New Zealand courts.

Written Changes

Any amendment, waiver, or variation must be agreed in writing.

Questions About These Terms?

These terms are designed to keep projects clear, fair, and practical.

For questions about a quote, invoice, project scope, or written agreement, please contact Innovision Group Limited before work begins or before signing any related document.