BUSINESS TERMS FOR SERVICES
These Business Terms for Services (‘Terms’) govern the use of this website, our Services, Proposals as well as applying to all Subscribers to this website. Additional terms may apply to specific Services that you subscribe to, and are also included in these Terms.
We may modify and update these Terms at any time, without notice. You need to ensure you review the Terms from time to time. In using our website and services and signing up for an account, you agree to be bound by these Terms as well as any and all general Terms and Conditions posted on our website from time to time, including the website administration area specific to your account and services.
“Client” and “You” means the account holder or subscriber to our Services and by doing so, agree to these Terms.
“Client Content” means any and all material, links, words, images including but not limited to any goods and services the subscriber submits or provides to us in any manner.
“Code” means any object or source code written by Developer as a result of or during the Services
“Deliverables” means the work product, as mutually agreed by you and us, to be delivered to you by us, in the form and media specified
“Final Art” means all creative content developed or created or commissioned by Customise It and exclusively incorporated into the Final Deliverables, including but not limited to visual designs, visual elements, graphic design, illustration, photography, animation, sounds, typographic treatments and text, modifications to Client Content, and our selection, arrangement and coordination of such elements together with Client Content and/or Third Party Materials, and as approved and accepted by Client. The Final Art does not include Code.
“Final Deliverables” means the final versions of Deliverables provided by Designer and approved and accepted by the Client
“Proposal” means and includes any document, materials, images, content which we provide to you prior to and during the engagement of our Services. This also includes any document titled “Proposal” which we may provide to you prior to you engaging our Services and is governed by these Terms.
“Services” includes website and application, design, development, coding and support.
“Subscriber” means a subscriber to the Services on this website.
“the website” means http://www.customiseit.com.au
“Third Party Materials” means proprietary third party materials which are incorporated into the Final Deliverables
“We”, “our”, “us” and “Designer” means Customise It.
We agree to provide the Services in a professional manner and in accordance with generally accepted industry practice and standards. Any specific terms and requirements relating to the Services required by you will be agreed in writing and notified to us in advance.
Website and Application Design and Development
In this section, intellectual property includes but is not limited to fonts/typefaces, photographs and other images, design or artistic works, text or copy and programming code.
Where we are to source intellectual property for use in the Deliverables, all licence fees due will be paid for by you as an addition to any other costs you may incur in the provision of the Services.
We reserve the right to display and link to your project as part of our portfolio and to write about the project on websites, in blog articles and other media.
Website and Application Support
We offer 3 months’ maintenance and support following delivery of the Final Deliverables (Support Period). After the Support Period, you may subscribe to an Annual Support Service which may be customized to suit your requirements.
is an optional service that you can subscribe to.
We provide limited website support for:
Websites and applications developed by us; or
a website or application developed by another party, where our staff have a level of knowledge and experience required to provide quality support.
3. OWNERSHIP OF INTELLECTUAL PROPERTY
a. Client Content
Client Content will remain the sole property of the Client, and Client will be the sole owner of all rights in connection with the Client Content. Client grants to Designer a non-exclusive, non-transferable licence to use, reproduce and modify the Client Content solely in connection with its performance of the services and production of the Deliverables.
b. Third Party Materials
All Third Party Materials are the exclusive property of their respective owners. We will inform you of all Third party Materials that may be required to perform the Services or otherwise included in the Final Art or Final Deliverables. Under such circumstances, we will inform you of any need to licence and will procure for you the right to use any Third Party Materials subject to you agreeing to be bound by and comply with any additional third party software terms and conditions as well as any costs associated with the license.
The Code remains the property of Designer at all times and cannot be transferred to another service provider.
d. The website
All custom graphics, icons, logos and service names on the website are our registered trademarks, copyright, trade or service marks. Nothing in these Terms grants you any right to use any trademark, service mark, logo, and/or our name or any thing you access through our Services
You agree and acknowledge that we retain all right, title and interest in the Services, including but not limited to the inventions and intellectual property rights contained or embodied within the Services, subject to any intellectual property rights that have been expressly granted to you under these Terms.
You are solely responsible for obtaining written permission before re-using any copyrighted material that is available on this website. Any unauthorized use of the materials appearing on this website may violate copyright, trademark and other applicable laws and could result in criminal or civil penalties.
e. Final Art and Final Deliverables
Upon completion of Final Deliverables, and subject to full payment of all fees, costs and expenses due, Customise It hereby assigns to Client all right, title and interest, including without limitation all copyright and other intellectual property rights, in and to the Final Deliverables and the Final Art.
a. You warrant that:
i. you own all right, title and interest in, otherwise have full right and authority to permit the use of the Client Content; and
ii. to the best of your knowledge, the Client Content and the use of the Client Content in the Deliverables, does not and will not infringe the rights of any third party.
b. We warrant that:
i. the Final Deliverables will be the original work of Customise It; and
ii. to the best of our knowledge, the Final Art and use of the Final Art provided by us in the Final Deliverables, does not and will not infringe the rights of any party.
Client agrees to indemnify, save and hold harmless Designer from any and all damages, liabilities, costs, losses or expenses arising out of any claim, demand, or action by a third party arising out of any breach of Client’s responsibilities or obligations, representations or warranties under these Terms.
Subject to the terms, conditions, express representations and warranties provided in this Agreement, Designer agrees to indemnify, save and hold harmless Client from any and all damages, liabilities, costs, losses or expenses arising out of any finding of fact which is inconsistent with Designer’s representations and warranties made herein, except in the event any such claims, damages, liabilities, costs, losses or expenses arise from an act or omission of the Client.
6. PRICING AND PAYMENT
Web and Application Design
For custom Services, all quotes by Designer are valid for 30 days from the date of the quotation. Any modification to the specifications provided will require a re-evaluation of the quote and may vary the quoted amount.
A deposit of 30% is required before any website or application development and design work can be carried out.
All deposits received are non-refundable.
You agree to provide all materials necessary as soon as reasonably possible to us so that we can complete the website within our agreed timelines. If you do not provide any requested materials, responses or required items, delays may occur for which we are not responsible.
If content, information or material cannot be supplied by you within eight weeks of its initial request, you will be required to make a further installment payment of 40% of the full amount.
The final balance of the quoted amount is due 14 days after the website work has been invoiced. Login access will only be provided after the website invoice has paid in full.
You may vary any order or design at any time as we understand situations can change. However there is a cost for variations that are over and above the original scoped project and we will advise of such additional costs at the time of the request for variation. You agree to pay all fees and costs incurred for the original work agreed and for any additional variations you request us to complete.
This may include but is not limited to:
1. Changes to business focus and website or project focus;
2. Change of mind;
3. Inclusion of a new person or committee which affects opinions and/or requirements;
4. Changing of committees or boards in power;
5. Changing the brand, name or other major factors of a business;
6. Changes to scope, design, functionality, or similar.
In any event there is a variation to pricing, you will be notified in writing, electronically or otherwise.
Services may be billed on a one-off, monthly, quarterly or annual basis depending on the Service you have subscribed to.
Payment terms are 14 days from the date of the invoice. In the event that 14 days have passed and payment has not been received, we reserve the right to suspend the account until payment is received or, in the case of multiple breach of terms, the account may be suspended until further notice and agreement between you and us.
You are responsible for all money owed from the time the account is established until the time notice is given in writing to request termination of services.
Non payment of outstanding amounts over 30 days will be referred to a debt collection agency for full reimbursement including any debt collection expenses.
At no time do we offer refunds for service or software interruptions that are due to a third party, force majeure or are otherwise outside of our control.
a. Periodic Payment Fees
In the case of Services which require periodic fees, including monthly and annual fees, you must pay the fees in advance to ensure continuity of service. Any late payments may result in break in service for which we are not responsible or liable in any manner.
b. Automatic Payment Methods
By providing your credit card or other direct debit details, you authorise us and agree to the monthly fee being automatically deducted from your credit card or other nominated payment method at the beginning of each period unless you or we cancel your account in accordance with the below Cancellation terms.
It is your responsibility to keep your contact and payment details up to date. If we do not receive prompt payment in accordance with our terms, we have the right to suspend your account. Please note that this may have serious consequences which may result in your website being unavailable, losing your domain rights or other consequences for which we cannot be held responsible. We will notify you, wherever possible, prior to any such suspension.
7. AGREEMENT FOR SERVICES
To be eligible to subscribe to our website Services, you acknowledge and agree to the following:
You warrant that all information you provide is true, correct, up-to-date and accurate personal information and details;
You will not transfer, sublicense or grant access to any of our Services to any other person, company, business except as agreed in these Terms;
You warrant any Content you provide to us for provision of the Services is either owned by you, or you have license to use and republish the Content. You will fully indemnify us against any and all claims including by you or any third party for use of this Content; and
You engage the Services at your own risk and agree to hold us harmless from any and all claims that may be brought against us as a direct or indirect result of providing the Services to you.
We make no warranty that the website services will meet your requirements or be available on an uninterrupted, secure or error-free basis. We will use our best endeavors to ensure the website is always available and virus free but from time-to-time, and in some instances, this may not be the case as it may be out of our immediate control. We will endeavor to notify you if the website becomes unavailable for any lengthy and unusual time period.
In order to provide the full suite of Services to you, we engage third party providers from time to time. You agree and acknowledge that the website uses third party vendors and hosting partners to provide the necessary software, hardware, service and storage.
You agree you will not transmit any viruses, malware, worms, etc. of any kind and that you will not upload, post, host or transmit unsolicited material or messages to the website.
9. REFUND AND TERMINATION
We do not offer refunds for completed Services. We do, however, abide at all times by the Australian Consumer Law (ACL) in the Consumer and Competition Act 2010 (Cth), with respect to our Services and all guarantees and warranties required by such law.
WE MAY TERMINATE YOUR ACCESS AT ANY TIME: You agree that we may, in our sole discretion, terminate or suspend your access to the website with or without notice and for any reason, including, without limitation, breach of these Terms. Any suspected fraudulent, abusive or illegal activity may be grounds for terminating your access and may be referred to the appropriate law enforcement authorities.
Upon such termination, regardless of the reasons, and your right to use the website immediately ceases. We may also bar you from any further access to our website. We shall not be liable to you or any third party for any claims or damages arising out of any termination or suspension or any other actions taken by us in connection with such termination or suspension.
10. MODIFICATION OF WEBSITE AND CONTENT
We reserve the right at any time and from time to time to remove, delete, alter or amend any content, Services or the website. In particular, if we believe the Content to be inappropriate, potentially breach regulations, receive complaints or for any other reason and in our reasonable discretion, we may remove or modify Content at any time without notice. We shall not be liable to you or any third party for any modification when it is required.
We reserve the right to disclose your name and any other personal details to any law enforcement authority or other competent authority or to any person for the purpose of legal proceedings, prosecution, investigation or any breach, alleged breach of the law or these Terms.
You agree and acknowledge that we are not liable for any direct, indirect, consequential or incidental loss or damage which may result from your use of our website, the Services or any information contained on it or linked to it. For the sake of clarity, in no event will we be liable for any consequential, indirect, incidental or special damages of any kind including any damages for loss of revenue, profits, damage to reputation, interruption of business, loss or use of data even if the possibility of such loss was made known to us.
This limitation of liability clause includes any reliance by you on the information on the website, access to or inability to use the website. You assume all risk in using the Services and we cannot be liable for your use of or reliance on this Service. While we endeavor to keep the website up-to-date and correct, we make no representation or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability or availability with respect to the Services for any particular purpose and provide it for your informational purposes and out of our own analysis. Any reliance you place on such information is therefore strictly at your own risk.
ACL: Certain legislation including the ACL in the Consumer and Competition Act 2010 (Cth), and similar consumer protection laws and regulations may confer you with rights, warranties, guarantees and remedies relating to the provision of Services by us to you which cannot be excluded, restricted or modified (Statutory Rights).
Our liability is governed solely by the ACL and these Terms. We exclude all conditions and warranties implied by custom, law or statute except for your Statutory Rights.
Except for your Statutory Rights, all goods and services are provided to you without warranties of any kind, either express or implied; and we expressly disclaim all warranties of any kind including but not limited to implied warranties of merchantability and fitness for a particular purpose.
Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
12. GOVERNING LAW