General
Unless the client (“you”) has entered into a separate agreement with Digiweb Media (“Digiweb”) which applies to a specific service or purchase, or any other terms or additional conditions are specified in any proposal for a specific service, the following terms and conditions of service (“terms”) with any additional terms if so specified, will apply to all services provided by Digiweb.
Rates and Payment
Unless otherwise specified the work required will be carried out at Digiweb’s standard service rate of A$100.00 per hour. Work carried out outside normal business hours of 9am-6pm Monday to Friday (excluding public holidays) will be charged out at A$150.00 per hour.
Payments must be made within 7 days or as the payment terms otherwise specified on any invoice rendered by Digiweb. Digiweb may impose a late payment fee of $30.00 if payment is more than 7 days after the due date. Payments may be made in Australian dollars for all invoices, and also in other currencies as specified on the invoice if necessary.
Unless otherwise agreed, all 50% deposit payments are non-refundable.
Unless otherwise agreed, prices are exclusive of GST. Digiweb may correct or amend any invoice containing a typographical error or other error in relation to the price for services charged.
Digiweb reserves the right to terminate all services and/or pursue legal action for full payment of all invoices not received within the time stated for payment or as otherwise agreed. You agree to pay all collection costs incurred by Digiweb in full in relation to outstanding debts. Your placement of an order with us for services is taken as representation that you are solvent and able to pay your bills as and when they fall due.
Termination
You may terminate any arrangement for the provision of services with Digiweb on one months notice unless otherwise agreed.
Digiweb may terminate this agreement immediately and without notice on the basis of non-payment of its invoices. Unless otherwise agreed Digiweb will otherwise provide one month’s notice by email of its intent to terminate the provision of its services. You agree to pay all monies that are all otherwise due and payable to Digiweb up to the date of termination.
Limitation of liability
Digiweb is not liable in any event or in any way for any contingent, consequential, direct, indirect, special or punitive damages arising in any way whatsoever in relation to the services provided and you acknowledge this express limit of liability and agree to limit any claim accordingly.
To the extent permitted by law, any term, condition, agreement or warranty or representation or understanding whatsoever, whether express or implied, in any way extending to or otherwise relating to a binding obligation upon Digiweb, other than these terms, is expressly negatived and excluded.
Online services liability
Digiweb will make all reasonable efforts to ensure quality and security in the delivery of its online services. This will include the provision of such comprehensive and controlled security methods as are reasonably possible. You, however, agree that Digiweb is not liable for any liability for loss or damage you may arise as a result of factors in the provision of online services which are beyond its reasonable control. This will include the loss of any data due to system failure or exposure of client information or electronic virus transmission.
Obligations
Digiweb will carry out all development, installation and maintenance work under any agreement in a professional and responsible manner. It will use only the services of the people that have the required ability and expertise. Digiweb will not contract or otherwise arrange for a third party to perform any or part of the work without your prior consent.
Warranties and indemnities
Digiweb warrants that:
- For a period of 30 days from completion of the work the product supplied or developed will, if used as directed, achieve the agreed outcome.
- It will provide all necessary support and resolve all issues arising during any warranty period within 5 days of notification.
- Its services will not infringe the intellectual property rights of any third party.
- All materials supplied by Digiweb are free of any prior claim or encumbrance. The use of any materials supplied by Digiweb will not infringe the intellectual property rights of third party.
- Digiweb is able to perform all obligations under all agreements entered into with you.
- Digiweb has the technical skills and expertise to develop, install and maintain the services offered.
- Digiweb may charge at the usual rates specified on its web site from time to time for any work requested in relation to issues with the product supplied or developed which have not been reported to Digiweb within 30 days of the completion of the work. You must promptly advise Digiweb in writing of any warranty issues arising during any warranty period.
You warrant that:
- You will provide on a timely basis all such instructions, materials or information that are reasonably necessary for Digiweb to provide the services requested.
- The services required from Digiweb are not for unlawful purposes.
Confidentiality and Intellectual Property
You agree with Digiweb that neither of us will use the other’s Confidential Information for any purpose except for the purposes of this agreement and for the provision of the services to be provided. We must both ensure that none of our officers, employees or agents do anything that would breach this obligation. We will both take reasonable action to protect and to prevent the other party’s confidential information from being disclosed to any third party.
Save for the following situations neither of us will disclose the other party’s Confidential Information:
- Such disclosure is required by law;
- Disclosure is necessary in order to properly perform the obligations arising under this agreement or any other agreement between us;
- Disclosure is to a legal or professional advisor; or
- Either of us has otherwise agreed in writing.
We will provide if required by you a written undertaking not to disclose your Confidential Information. For the purposes of this provision ‘Confidential Information’ means information provided to the other party which should reasonably be assumed to be confidential and which is not otherwise available in the public domain.
Unless otherwise agreed, Digiweb retains ownership of and copyright in all original work created in the course of providing the services requested. Digiweb will grant you a non exclusive licence in perpetuity to use and/or modify any original work which arises out of the provision of the services.
You agree to abide by these terms and conditions at all times and you hold Digiweb immune from any liability or damage that it suffers as a result of your failure to do so.
Severability
If any term or condition herein is deemed to be void or ineffective, it will be severed from these terms and conditions without affecting the remaining terms.
Default
In the event of any default or breach by you, Digiweb may retain all monies paid on account of services and/or cease further work or services and recover from you any loss profits arising from your default or breach.
Jurisdiction
The law of the State of New South Wales will apply to any agreement between you and Digiweb. You agree to submit to the non-exclusive jurisdiction of the courts of that State or any courts authorised to hear appeals from them. You will not object to the exercise of the jurisdiction of those courts to hear any disputes between us on any basis.
Notices
You agree that it is deemed that you will have been given notice of any change to these terms immediately when they are adopted by Digiweb and posted on https://www.digiwebmedia.com.au/terms-and-conditions (“website”). Digiweb will use its best endeavours to notify you of any significant changes to these terms.