TERMS AND CONDITIONS
1.1. “You” or “Your” or “Client” refers to the entity or person entering this contract, who warrants he/she/it is authorised by the entity to make decisions.
1.2. “We”, “Us”, and “Our” refers to Clickhook Pty Ltd
- CONTENT AND DESIGN
2.1One “Web page” is defined as a document written in HTML (hypertext mark-up language) which make up the world wide web and are translated by a web browser. Total number of Web pages, apps, and other services to be specified in Scope ofWorks.
2.2 To create new content as per the Scope of Works consistent to the Your branding and marketing, We required a copy of all Your current marketing materials, including but not limited to: stationary, brochures, company profiles, sales catalogues, and any other material provided to the Your target sales market to be supplied to Us within ten (10) business days of signing this contract.
2.3 All work in progress and completed work remain Our property until all outstanding monies have been paid in full.
2.4 The site structure and services described in the Scope of Worksare based on the initial information provided by You. During the website development process, further additions or changes may be suggested by Your Project Manager and implemented subject to Your approval and will be charged as additional work.
2.5 In the case where the website development includes a Content Management System, it is Your responsibility to load additional content into the CMS-driven sections of the website. We can provide this service at an additional charge, which can be added before or after commencement of this project.
- WEBSITE PRESENTATION
3.1 After inclusion of all images and text (as supplied) and functionality have been installed as per the Scope of Works, the site is deemed complete and presented to You. You will then have two (2) business days to review and advise Us of any changes. If we are not notified within the seven (7) business days, the Scope of Works will be deemed complete. The final payment and any other outstanding monies will be due as per the payment terms.
3.2 We reserve the right to access statistical data derived from Your website and use it for its own purposes, including, but not limited to effectiveness analysis and promotion.
3.3 We reserve the right to promote (or not promote at its discretion) Your website for the purposes of Our own marketing through appropriate means including, but not limited to, the placement of the Our logo and hyperlink on the Your homepage and listing of the Your website in Our website, directory or marketing material.
- TIME FRAMES
4.1 When creating timeframes aligned with the Scope of Works, we attempt to implement a realistic and accurate schedule to produce quality work at the highest standards, in the least amount of time, to achieve Your goal. As some situation may be deemed out of Our control during this project, therefore We may request an additional seven (7) to fourteen (14) business days, depending on the complexity of the changes, beyond the final deadline to maintain Our high quality in completing Your project.
4.2 If we are unable to complete Your project within the quoted, or adjusted, timeframe, we will provide You will additional services free of charge in line with the scope of Your project, for example one month of free maintenance or free design services. This is to be determined on a case by case basis through a discussion and agreement between Yourself and Your Project Manager.
4.3 Any additions or alternations, at Your request or approval, after the commencement of Scope of Works will add, at minimum, two (2) business days per instance to the specified timeframe provided in the original Scope of Works.
- LIMITATION OF LIABILITY
5.1 We will not be responsible for any pre-recorded, registered, patented or copyrighted sounds, music, text, images etc. that the You wishes to utilise on Your website. It is Your responsibility to ensure content provided to Us is owned by You or copyright and/or royalty-free. This is at the sole risk of Your company. We advise You seek independent legal advice if You are unsure. We will not be liable, professionally or legally for any content of the website.
5.2 We provide no guarantee regarding the availability of the hosting service, guarantee of services, functionality or statistics when and/or where these services are hosted externally. To provide the best quality of service We procure top quality 3rd party hosting providers, therefore the liability of their systems, included updates, maintenance, server up/downtimes is not in Our control and We accept no responsibility for these issues.
5.3 We provide no guarantee of any nature to the You, with respect to search engine rankings, positioning and the resultant demand for, or sales of, Your products or services regarding Our search engine optimisation (SEO). Our SEO services are governed by google methodologies as per their guidelines and any changes they make, which effect Your SEO results, is not under Our control or Our responsibility.
5.4 We are responsible for the development, design & maintenance of Your app only. Once completed, your app will be submitted to Apple Store and Google play. There is no guarantee that an app will be accepted by Apple store or Google play if it contravenes their trade operations. We do not guarantee the code of the app will be 100% error free, but we do work to rectify the issues within 28 days of the code delivery.
5.5 Mobile Apps are subjected to the current stage of the phone being used on. If the phone has hardware issues, old versions, incompatible environment for the app to run, we will not be liable. Our apps are designed on the latest platforms and the phones need to be on the same platform.
5.6 In no event shall we will be liable to The Client for any lost profits or for any incidental, punitive, indirect, special or consequential damages (including, without limitation, damages for loss of business, loss of profits, business interruption, loss of data, lost savings or other similar pecuniary loss), however caused and under any theory of liability (including negligence) and whether or The Service Provider has been advised of the possibility of such damage. In no event shall The Service Provider ‘s aggregate liability for damages arising out of or related to this agreement exceed the fees paid by The Client in the one (1) month prior to the date on which the claim arose. The Service Provider does not warrant that client’s use of the software or the services delivered will be error-free.
- PAYMENT AND FEES
6.1 All contracts are subject to the following payment options upon signing the contract:
• Option 1: Payment in full is required at the time of signing this contract, prior to
any work commencing.
• Option 2: Payment Milestones as noted in the Scope of Works.
6.2 We reserve the right to suspend or terminate the website due to non-payment of any outstanding monies.
6.3 You agree to pay all charges accrued through usage of the hosting account, plus GST, within the contracted period. Failure to do this may result in a late fee of $49.00, and/or an additional set-up fee of $99.00, plus GST, being issued to You for immediately payment.
6.4 We reserve the right to charge a processing fee for hard copy tax invoices or any fees including bank fees that We may incur during processing Your account.
6.5 Payment by Credit Card only will attract the following fees:
• Visa/ Mastercard 2.5% fee
6.6 The annual charges for hosting, statistics, search engine optimisation, SSL certificates, domain names services will automatically renew for twelve (12) months. You will be notified at least sixty (60) days in advance of any changes to rates payable by You.
6.7 You may cancel any renewing services by giving 30 days written notice prior to the expiry of that term. The renewal fees will cover the same services as described in the finalised Scope of Works.
6.8 All alternations or additional work will be quoted separately to the original Scope of Works, which will require Your approval before work can commence.
6.9 All hourly paid contracts are non-refundable. Hourly contracts will be invoices weekly and will be deemed approved on the payments. No refunds can be expected depending on the nature of work.
- TERMINATIONS AND CANCELLATION
7.1 We may terminate Your account in the event of serious breaches such as activities of an illegal or fraudulent nature, or any activity considered not in keeping with the ‘goodwill’ of the service.
These include but are not limited to:
• Electronic mail spamming of unsolicited promotional materials
• Downloading or storing of content that could be deemed ‘NC’ by the Australian
Broadcasting Authority (ABA) or prosecutable under Australian Law. This
includes things such as illegal software, software cracks and pornography.
• Obscene material, fraudulent or deceptive statements, threatening,
intimidating or harassing statements or material which violates the privacy
rights or property rights of others, or is likely to be defamatory of another
7.2 We reserve the right to terminate Your connection and/or account at any time if the service is used in a way in which We deem inappropriate. All monies outstanding will due immediately upon termination or cancellation due to non-compliance by You. 7.3 If in the situation of termination or cancellation by You, no refunds will be given for any deposits paid and all outstanding monies will become due immediately, subject to the governing law.
- CONFIDENTIAL AND INTELLECTUALPROPERTY
8.1 You agree to maintain the confidence of any Confidential Information that You have access to or become aware of during this project and agree to prevent its unauthorised disclosure or use by any other person.
8.2 You agree not to use the Confidential Information for any purpose other than for the benefit Us during or after the complete of Scope of Works and agree to return all Confidential Information upon request.
8.3 You are required to keep all pricing, quotes and final sales figures, confidential. This means You are not allowed to share Your rates, timeframes, adjustments, etc or any other financial agreement which has been entered with us.
8.4 You acknowledge that all rights and obligations in respect of Intellectual Property made or discovered during this project are and will remain the property of Clickhook and/or any Related Entity. Intellectual Property includes, but is not limited to, all present and future copyright, registered and unregistered trademarks, patent, design or rights and any other intellectual or industrial property rights, discovery, invention, secret process or improvement in procedure of any kind whether arising from statute, under common law or inequity.
9.1 You agree to provide Us with the required information necessary to complete Scope of Works on Your behalf. In return, we are committed to ensuring that the information You provide to Us is secure. To prevent unauthorised access or disclosure, we have put in place suitable physical, electronic and managerial procedures to safeguard and secure information and protect it from misuse, interference, loss and unauthorised access, modification and disclosure.
9.2 Whilst all care is taken with system security, we will not accept responsibility for loss of data or security problems. This includes any loss that could otherwise be deemed an ‘Act of God’. We take all proper security measures required to prevent this, however take no responsibility should this occur.
9.4 We will not sell Your personal information in any circumstances whatsoever.
- GOVERNING LAW
10.1 This contract will be interpreted and governed by the laws of VIC State Laws.