TERMS OF SERVICE
1. Acceptance of Terms
developed by the Provider;
2.3. Domain Name Service means the domain name search, registration, parking and renewal service supplied by the Provider;
2.4. Email Marketing Service means the email marketing service or software provided by the Provider;
2.5. Pay Per Click Advertising Service means the consulting service supplied by the Provider in respect of online advertising through third party search engines or websites or on Client Websites where costs are incurred or income is earned based on the number of visitors clicking on applicable advertisements;
2.6. Provider’s Website means www.localwebadvisors.com.au;
2.7. Service End Date means:
2.8. Service Fees and Charges means the fees and charges payable by the Client in respect of a specified Service as specified in the applicable Proposal/Service Order Form, including, without limitation, any applicable interest charges and Taxes thereof;
2.9. Proposal/Service Order Form means the order form required to be completed by the Client for the purchase of a specified Service which may be accessed from the Provider’s Website or is given to the Client by the Provider or the Provider’s employee, which details shall include, without limitation, the following specifications:
2.10. Search Engine Optimization Service or SEO Service means the service provided by the Provider to improve the visibility of client’s website in a web search engine’s unpaid results;2.11. Service Period means, with respect to each Service purchased by the Client, the duration that Service as specified in Clause 7;
2.12. Services mean the services to be supplied to the Client under these Terms and as specified in the applicable Proposal/Service Order Form;
2.13. Social Media Marketing Service means the service provided by the Provider that uses social media to market Client’s product or service;
2.14. Start Date mean the date of commencement of a Service as specified in the applicable Proposal/Service Order Form;
2.15. Systems mean the servers, networks, central systems and/or databases of the Provider or third party suppliers through which Client Websites are hosted under the Client Website Hosting Service supplied by the Provider;
3.1.2. Client Website Hosting Service;
3.1.3. Client Website Maintenance Service;
3.1.4. Client Website Copywriting Service;
3.1.5. Domain Name Service;
3.1.6. Email Marketing Service;
3.1.7. Search Engine Optimization Service;
3.1.8. Social Media Marketing Service;
3.1.9. Pay Per Click Advertising Service; and
3.1.10.other new or improved services, functions, features, contents or facilities as offered from time to time.
3.2 In addition to the Services described in Clause 3.1, the Provider also offers technical support for Clients, including:
3.2.1 assistance on resolution of Client Website issues;
4. Service Fees and Charges
5. Proposal/Service Order Forms and Subsequent Changes
5.3 Any changes to the specifications subsequent to the deemed occurrence of the contract for the supply of Services under Clause 5.2(5.2.3) shall be made by the Client only by way of a written request to the Provider and shall be effective only upon written acceptance of the request by the Provider. The Provider is entitled to accept, reject or modify any such requests for changes.
6. Payment of Service Fees and Charges
6.5 All Service Fees and Charges exclude Goods and Services Tax unless otherwise noted. Any Goods and Services Tax incurred in respect of a Service shall be charged by the Provider at the applicable rate and must be paid by the Client at the same time or together with the relevant Service Fees and Charges.
7. Service Period
8.Conditions for Purchasing the Services
8.1.1 will be uninterrupted or error free;
8.1.2 will meet the Client’s requirements, including, without limitation:
8.1.3 will be free from external intruders (hackers), virus or worm attack, denial of service attack, or other persons having unauthorised access to the Services or the Systems.
8.2 Client Website Design and Development Service: In agreeing to purchase, or in purchasing the Client Website Design and Development Service, the Client acknowledges and agrees that:
8.2.10 upon payment of 50% of the Service Fees and Charges, the client shall be entitled to cancel the Service prior to the client confirming the Specifications for the Service or within 10 days of the Order Date, whichever is earlier.
8.3 Client Website Hosting Service: In agreeing to purchase, or in purchasing the Client Website Hosting Service, the Client further acknowledges and agrees that:
188.8.131.52 the Provider or any third party suppliers may, in their absolute discretion, upgrade, revise or change any or all parts of the Systems, or may migrate from one System to another, at any time and from time to time. Neither the Provider nor any third party suppliers shall be liable whatsoever for any loss or damage resulting from such upgrade, revision, change or migration and the Provider shall not take any responsibility for any Services failure resulting from the same;
8.3.4 the Client grants the Provider a non-exclusive, royalty-free, worldwide license of the duration of the Service Period or any renewals or extensions thereafter, to do any or all of the following to the extent necessary to perform the Services:
8.3.5 that at the expiry of the current Service Period, any of the Services purchased by it, apart from Client Website Design and Development Service, will be automatically renewed for the term equivalent to the Service Period (‘Renewed Service Period’):
8.3.6 the Client shall not be entitled to cancel or downscale a Service at any time before the expiry of the current Service Period and if the Client intends to cancel the Service prior to Service End Date the Client must pay any unpaid Service and Fees Charges in respect of the current Service Period of that Service as agreed.
8.4 Domain Name Service: In agreeing to purchase, or in purchasing the Domain Name Service for parking a domain name, the Client acknowledges and agrees that:
8.5 Pay Per Click Advertising Service: In agreeing to purchase, or in purchasing the Pay Per Click Advertising Service, the Client acknowledges and agrees that:
8.6 Search Engine Optimization Services/ SEO Service: In agreeing to purchase, or in purchasing the Search Engine Optimization Services/ SEO Service, the Client acknowledges and agrees that:
8.6.6 the Client shall not be entitled to cancel or downscale a Service at any time before the expiry of the current Service Period and if the Client intends to cancel the Service prior to Service End Date the Client must pay any unpaid Service and Fees Charges in respect of the current Service Period of that Service as agreed. After the expiry of the minimum term, if the client wishes to cancel the service, at least 30 days’ notice is required.
9. Conditions for Using the Services
10. Intellectual Property Rights and Ownership
10.2 Client Website Design, Layout and Content:
10.2.1 All intellectual property rights embodied in any and all designs, layout or content created or developed for, or supplied to, the Client by the Provider pursuant to the purchase of Client Website Design and Development Service are owned by the following:
10.2.2 The Provider hereby agrees that upon full payment of all outstanding sums due and owing to the Provider pursuant to these Terms or any other agreements between the Provider and the Client, the Provider shall assign to the Client all proprietary rights, title and interests embodied in the custom design, layout and/or content of the Client Website.
10.3 All rights which are not expressly granted to the Client shall hereby be reserved by the Provider.
11. Relationship of Parties
12.Client General Warranties
13. Exclusion of Liability and Client Indemnity
13.3 The Client agree to fully indemnify, defend and hold the Provider, and its subsidiaries,
affiliates, officers, agents, co-branders or other partners, and employees, harmless from any and all claims or demands, liabilities, damages, losses, costs and expenses, including reasonable attorneys’ fees, made by any third party due to or arising out of the Client’s:
13.4 Subject to the provisions of these Terms, if for any reason, the Provider is liable to the Client for loss or damage of any kind, however caused, in contract, tort (including negligence), under any statute or otherwise arising from or relating in any way to these Terms, such liability shall be limited only to the total Service Fees and Charges paid by the Client for the Services in the previous three (3) month period.
14.1 A party notifying or giving notice under these Terms must give notice:
14.2 A notice given in accordance with this Clause is received:
15. Suspension, Termination and Transfer
15.2 Transfer of Service
16.2 The provisions of this clause continue in full force and effect for a period of 2 years after the termination of this agreement.
The Client is not entitled to assign, dispose or in any way otherwise relinquish possession or control of all or any part of its obligations under these Terms.
18. Entire Agreement
These Terms shall represent the entire agreement between the parties and supersedes all previous agreements, terms, conditions, representations or claims which may have been made or agreed upon between the parties.
19. Governing Law
These Terms shall be governed exclusively by the laws of Queensland, and the parties hereby submit to the exclusive jurisdiction of the courts of that state.
20. Waiver and Severability