DigiMedia Worx Pty Ltd Terms & Conditions
1.1 You accept the services of DigiMedia Worx Pty Ltd and these terms and conditions.
1.2 This agreement constitutes the entire agreement between DigiMedia Worx Pty Ltd and the Client.
2. Price and Payment:
2.1 The Price will be:
(a) as indicated on any invoice provided by DigiMedia Worx Pty Ltd to the Client or DigiMedia Worx Pty Ltd quoted price which will be valid for three (3) months.
2.2 Websites; a non-refundable deposit of fifty percent (50%) is required before we start.
2.3 Marketing; payment for marketing setup is required before we start.
2.4 This is payable on the date/s determined by DigiMedia Worx Pty Ltd, which may be:
(a) on provision of the Services;
(b) by way of instalments/progress payments in accordance with an agreed payment schedule;
(c) payment for some Clients may be due seven (7) days following the date of any invoice.
(d) the date specified on any invoice; or
(e) failing any different advice, seven (7) days following the date of any invoice given to the Client by DigiMedia Worx Pty Ltd or immediately prior to a website going live.
2.5 Advertising management payments, will be invoiced on the first (1st) day of each month, in advance for that month.
2.6 Facebook, Google AdWords and any other online search advertising costs will be directly deducted from the clients’ credit card unless alternate arrangements are made with DigiMedia Worx Pty Ltd.
2.7 Unless otherwise stated the Price does not include GST.
3. Variations and Additional Costs:
3.1 DigiMedia Worx Pty Ltd reserves the right to change the Price where there is any variation to the accepted plan of scheduled Services (Scope), or instructions/specifications. Changes will be charged for based on DigiMedia Worx Pty Ltd hourly rates and will be shown as variations on the invoice.
(a) any extra work or cost caused by any variation by the Client of the original instructions or by the Client’s requirements being different from those originally submitted or described;
(b) when style, type or layout is left to DigiMedia Worx Pty Ltd judgement, and the Client makes further alterations to the copy.
4. Provision of the Services:
4.1 Any time specified by DigiMedia Worx Pty Ltd for provision of any Services is an estimate only and DigiMedia Worx Pty Ltd will not be liable for any loss or damage incurred by the Client because of the provision being late. However, both parties agree that they will make every effort to enable the provision of Services at the time arranged between both parties.
5. Risk and Limitation of Liability for Client Data:
5.1 The Client acknowledges and agrees that DigiMedia Worx Pty Ltd, its directors, agents or employees will not be held responsible or liable in any way for any form of loss or damage of any nature whatsoever suffered, directly or indirectly, by the Client, or;
(a) anything related to the Services provided.
(b) any supplied Copy breaching any Acts, legislation or regulations.
5.2 The Client acknowledges that any advice or recommendations by DigiMedia Worx Pty Ltd are provided based on DigiMedia Worx Pty Ltd industry knowledge and experience only.
5.3 Although DigiMedia Worx Pty Ltd shall use their knowledge and experience to gain the best results possible, DigiMedia Worx Pty Ltd cannot guarantee the quality of visitor or the position/page rank or volume of website visits.
5.4 It’s the Client’s sole responsibility to back-up any data which they believe to be important, valuable, or irreplaceable before submitting Copy, or material for the provision of the Services. DigiMedia Worx Pty Ltd will not be held liable for any loss, corruption, or deletion of files, media or data resulting from the Services provided by DigiMedia Worx Pty Ltd.
5.5 The Client acknowledges that, due to the nature of digital display, technical difficulties may arise which could prevent the provision of the Services; and the Client, therefore, agrees to indemnify DigiMedia Worx Pty Ltd against any costs or losses incurred by the Client because of this.
6. Proof Reading:
6.1 Every care will be taken by DigiMedia Worx Pty Ltd to carry out the instructions of the Client, it is the Client’s responsibility to undertake a final proof reading. DigiMedia Worx Pty Ltd will be under no liability whatever for any errors not corrected by the Client in the final proof reading. Should the Client’s alterations require additional proofs this may be invoiced as an extra in accordance with clause 3.
7.1 The Client acknowledges that all Copy supplied to DigiMedia Worx Pty Ltd is subject to the approval of DigiMedia Worx Pty Ltd.
7.2 The Client warrants that all Copy supplied to DigiMedia Worx Pty Ltd to be used for the provision of the Services shall:
(a) be true and correct; and
(b) does not contain Prohibited Content; and
(c) does not contain anything that is defamatory of any person or is indecent or obscene; and
(d) complies with all laws, regulations, codes of practice, guidelines and any standards applicable to the advertising industry; and
(e) does not infringe copyright, trademark or any other legal rights of another person and/or entity; and
7.3 The Client indemnifies DigiMedia Worx Pty Ltd at all times against all actions, proceedings, claims, demands, liabilities and all costs, losses, losses of profit, damages and expenses whatsoever that may result from the Client being in breach of clause 7.2.
8.1 DigiMedia Worx Pty Ltd and the Client agree that the ownership of any Goods remains with DigiMedia Worx Pty Ltd until:
(a) the Client has paid DigiMedia Worx Pty Ltd all amounts owing to DigiMedia Worx Pty Ltd for the Services; and
(b) all other obligations due by the Client to DigiMedia Worx Pty Ltd are met.
9.1 DigiMedia Worx Pty Ltd and the Client acknowledge that in performing this Contract, there may be some exchange of confidential and/or proprietary information. The use of any confidential information is only permitted to the extent necessary to perform the obligations under this contract. Confidential information will not be disclosed to any third party without the prior written consent of the other party, unless required by law to do so.
10.1 DigiMedia Worx Pty Ltd reserves the right to cancel these terms and conditions or cancel delivery of Services at any time before the Services are delivered, by giving written notice. Any deposit paid will be refunded, however DigiMedia Worx Pty Ltd will not be liable for any loss or damage whatever to the client arising from such cancellation.
10.2 At DigiMedia Worx Pty Ltd sole discretion the Client may cancel delivery of the Services. If the Client cancels delivery of the Services the deposit will be refunded, less any costs incurred by DigiMedia Worx Pty Ltd up to the time of cancellation.
10.3 After the initial minimum term of 6 months on marketing packages the Client may cancel delivery of Marketing Services by providing a minimum of 4 weeks’ written notice to DigiMedia Worx Pty Ltd.
11. Default and Consequences of Default:
11.1 At DigiMedia Worx Pty Ltd discretion interest on overdue invoices will accrue daily from the date when payment becomes due, until the date of payment, at a rate of five percent (5%) per calendar month (and at DigiMedia Worx Pty Ltd sole discretion such interest shall compound monthly at that rate ) after as well as before any judgment.
11.2 If the Client owes DigiMedia Worx Pty Ltd any money the Client shall indemnify DigiMedia Worx Pty Ltd from and against all costs and disbursements incurred by DigiMedia Worx Pty Ltd in recovering the debt (including but not limited to internal administration fees, legal costs on a solicitor and own client basis, DigiMedia Worx Pty Ltd collection agency costs, and bank dishonour fees).
12. Privacy Act 1993:
12.1 The Client authorises DigiMedia Worx Pty Ltd or DigiMedia Worx Pty Ltd agent to:
(a) access information about the Client for assessing the Client’s creditworthiness
12.2 Where the Client is an individual the authorities under clause 12.1 are authorities or consents for the purposes of the Privacy Act 1993.
13.1 These terms and conditions and any contract to which they apply is governed by the laws of Australia.
13.2 DigiMedia Worx Pty Ltd will not be liable to the Client for any indirect and/or consequential loss and/or expense (including loss of profit) suffered by the Client arising out of a breach by DigiMedia Worx Pty Ltd of these terms and conditions.
13.3 The Client shall not be entitled to set off against, or deduct from the Price, any sums owed or claimed to be owed to the Client by DigiMedia Worx Pty Ltd nor to withhold payment of any invoice because part of that invoice is in dispute.
13.4 DigiMedia Worx Pty Ltd may license or sub-contract all or any part of its rights and obligations without the Client’s consent.
13.5 The Client agrees that DigiMedia Worx Pty Ltd may amend these terms and conditions at any time.
13.6 Neither party is liable for any default due to issues outside the reasonable control of either party, or failure or outage of any telecommunications links or other connections forming part of the Internet which are beyond the reasonable control of either party.
13.7 The Client warrants they are not insolvent and they have obtained all necessary authorisations to allow it to enter into this agreement and that this agreement creates binding and valid legal obligations on it.