Last Updated: 30 May 2026
1. Introduction
These Terms and Conditions govern the supply of goods and services by Native Digital Limited ("Native Digital", "we", "our", or "us") to any customer ("Customer", "you", or "your").
By purchasing goods or services from Native Digital, accepting a quotation, approving a proposal, or continuing to use our services, you agree to be bound by these Terms and Conditions.
These Terms apply to all goods and services supplied by Native Digital unless otherwise agreed in writing.
2. Supply of Goods and Services
Native Digital provides technology-related goods and services, including but not limited to information technology support, managed services, cloud services, software licensing, telecommunications, website services, hosting, procurement, hardware supply, software supply, project services, cybersecurity, compliance services, and related consulting.
Descriptions of services, proposals, quotations, statements of work, and service agreements form part of the agreement between Native Digital and the Customer.
3. Quotations and Orders
Unless otherwise stated, quotations are valid for 7 days from the date issued.
Quotations are based on information available at the time of preparation and may be withdrawn or amended prior to acceptance.
Pricing may change where:
- Vendor pricing changes;
- Exchange rates fluctuate materially;
- Product availability changes;
- The scope of work changes; or
- Additional work is requested.
An order is deemed accepted when:
- The Customer accepts a quotation or proposal;
- The Customer instructs Native Digital to proceed; or
- Native Digital begins supplying the goods or services.
4. Pricing
Unless otherwise stated, all pricing is in New Zealand Dollars and exclusive of GST.
GST and any applicable government charges will be added where required by law.
Freight, courier, shipping, installation, configuration, and other related costs may be charged separately unless specifically included.
5. Payment Terms
Invoices are payable on or before the due date shown on the invoice.
Where no due date is specified, payment is due within 7 days of the invoice date.
Native Digital may suspend or restrict services where accounts remain overdue.
Any suspension of services does not relieve the Customer of their obligation to pay outstanding amounts.
Native Digital may charge interest on overdue accounts at 2.5% per month calculated daily.
The Customer is responsible for all reasonable costs incurred in recovering overdue amounts, including debt collection agency fees, legal costs, and court costs.
6. Subscription and Recurring Services
Recurring services are billed monthly, annually, or at another agreed interval.
Subscription fees may be adjusted from time to time to reflect:
- Vendor pricing changes;
- Licensing changes;
- Inflationary increases; or
- Changes in service scope.
Native Digital will provide reasonable notice of any material pricing changes.
7. Supply of Hardware, Software and Licences
Products supplied by Native Digital may be sourced from third-party distributors, manufacturers, vendors, or service providers.
Availability, specifications, delivery timeframes, licensing terms, and warranties are subject to the terms of the relevant supplier.
Software licences, subscriptions, cloud services, and telecommunications services may be governed by separate vendor terms in addition to these Terms and Conditions.
Annual software subscriptions, cloud licences, and other committed-term services remain payable for the agreed subscription period and are generally non-refundable once provisioned.
8. Delivery and Risk
Risk in goods passes to the Customer upon delivery.
Delivery dates are estimates only.
Native Digital is not liable for delays caused by manufacturers, distributors, shipping providers, customs processes, or circumstances beyond our reasonable control.
9. Retention of Title
Ownership of goods supplied by Native Digital remains with Native Digital until all amounts owing by the Customer have been paid in full.
Until ownership passes, the Customer must:
- Store goods separately where practical;
- Maintain the goods in good condition; and
- Not grant any security interest over the goods.
Native Digital may recover goods for which payment has not been received.
10. Customer Responsibilities
The Customer agrees to:
- Provide accurate information;
- Cooperate with reasonable requests;
- Maintain appropriate licences and permissions;
- Keep account credentials secure;
- Maintain suitable insurance for their business operations; and
- Notify Native Digital of issues that may affect service delivery.
The Customer remains responsible for decisions made regarding their business systems, data, and operations.
11. Data, Security and Backups
Native Digital may have access to Customer systems and information while delivering services.
Native Digital will take reasonable steps to maintain confidentiality and security.
Where backup services are provided, Native Digital does not guarantee that all data can be recovered in every circumstance.
The Customer remains responsible for ensuring that backup, recovery, retention, and business continuity arrangements are suitable for their business requirements.
12. Third-Party Services
Many services supplied by Native Digital rely on third-party providers.
Native Digital is not responsible for outages, interruptions, pricing changes, service withdrawal, policy changes, security incidents, or other actions of third-party providers.
Native Digital will use reasonable efforts to assist Customers in resolving third-party issues where appropriate.
13. Limitation of Liability
To the maximum extent permitted by law, Native Digital shall not be liable for any indirect, consequential, special, exemplary, or incidental loss or damage, including:
- Loss of revenue;
- Loss of profit;
- Loss of business opportunity;
- Loss of goodwill; or
- Loss of data.
Native Digital's total liability arising from any claim relating to the goods or services supplied shall not exceed the total amount paid by the Customer to Native Digital during the twelve months preceding the event giving rise to the claim.
14. Force Majeure
Native Digital is not liable for any failure or delay caused by events beyond its reasonable control, including:
- Natural disasters;
- Telecommunications failures;
- Internet outages;
- Cybersecurity incidents;
- Government actions;
- Industrial disputes; or
- Supplier failures.
15. Termination
Either party may terminate ongoing services by providing 30 days' written notice unless otherwise agreed.
Termination does not affect obligations accrued prior to termination.
All outstanding invoices become immediately due and payable upon termination.
Services subject to minimum terms, annual commitments, or third-party contractual obligations may continue to be payable following termination.
16. Privacy
Personal information supplied to Native Digital will be collected, used, stored, and disclosed in accordance with our Privacy Policy.
The Privacy Policy forms part of these Terms and Conditions.
17. Dispute Resolution
If a dispute arises, the parties agree to first attempt to resolve the matter through good-faith discussions.
If the dispute cannot be resolved within 10 working days, either party may request mediation before commencing legal proceedings.
Nothing in this clause prevents either party from seeking urgent injunctive relief where necessary.
18. New Zealand Law
These Terms and Conditions are governed by the laws of New Zealand.
The parties submit to the non-exclusive jurisdiction of the courts of New Zealand.
19. Changes to These Terms
Native Digital may update these Terms and Conditions from time to time.
The latest version will be published on our website and will apply to future purchases and ongoing services from the date of publication.