User Agreement and Acceptance of Terms and Conditions
The terms of this document are to be agreed to by new and existing clients of Pocket Full of Dreams Pty. Ltd. t/a Websites ‘N’ More hereafter referred as WNM, by confirming their acceptance in writing (reply email is sufficient), or any payment towards services. By agreeing to proceed with the use of services rendered by WNM, you accept that this forms a contract with WNM and the following terms and conditions. These terms and conditions should be read in conjunction with any ‘quote’ and or tax invoice you have received from WNM.
This Agreement and any operating rules for constitute the entire agreement of the parties with respect to the subject matter hereof.
These Terms and Conditions form an agreement between you and WNM. By visiting and/or using our website and associated services, you agree to abide by these Terms and Conditions. If for any reason, you do not agree to any of the outlined Terms and Conditions (“Agreement”), please do not participate in any activities associated with this Site, including visiting this website.
WNM reserves the right to amend/modify or alter the Terms and Conditions (which is incorporated herein by reference) in any capacity, as we deem necessary or desirable without prior notification to you.
We have agreed to provide services to you, and you have agreed to pay us for those services. The total cost of your project and any fees are set out in the quote provided to you by WNM, the scope of work and any ad hoc quotes that may be provided to you by WNM from time to time. You must ensure that you are aware of any costs and ongoing fees before you elect to proceed.
Any monthly fees attached to your project must be paid in advance and in full in order to ensure your service continuity. Payments are to be made in the bank account mentioned on the Invoice you receive from WNM.
WNM’s standard payment terms for any project are as follows,
- 30% advance payment for web design projects. Subsequent payments to be paid in advance based on a milestone basis.
- Quarterly or monthly advance payments for recurring services such as Search Engine Optimisation, Website Hosting, Website Maintenance and Security Management, PPC Management.
- Bank/Wire Transfer to be made within 7 working days from the receipt of the Invoice.
If you do not pay in accordance with agreed terms we reserve the right to take appropriate steps as a result of your non-payment. These steps may include:
- Ceasing work on your project until we receive payment; and
- Postponement of re-commencing work on your project to the end of the queue of projects we are working on until we have resources available to work on your project.
- Disabling websites.
- Not providing the original files related to the project.
These steps may cause significant delays in completion of your project.
You are still liable to pay us even if project milestones may not have been achieved due to factors including but not limited to force majeure risks and/or delays due to factors beyond our control such as delay in communications/approvals received from the client when requested as condition to proceed.
Although WNM reserves the right to change prices of accounts or services at any time, all pricing is guaranteed for the period of prepayment.
Additional extras such as graphic design work, layout changes, extra third party plug-ins, additional functionality items etc. must be paid in full by a method of payment as detailed in these terms and conditions, prior to commencement of work.
If you require WNM to make changes to your site after your site is handed over to you, you will be required to pay for this work at the hourly rate or in accordance with WNM standard prices as quoted. All work will be quoted for on request and must be paid in advance before the work is commenced.
Please note that paying the deposit on any project shall signify your agreement and commitment to complete the project with WNM and your agreement to make full payment to WNM. Payment in full of the total project costs will be required in the event that you do not wish to proceed with your project after such time as you have paid your deposit and you are outside the refund period.
If accounts are not settled and WNM has not been contacted regarding the delay, access to your site may be denied and the web page may be removed.
All receipts/invoices will be sent via email.
Cancellation & Refunds
All deposits received are non-refundable. Once the design brief is received by WNM, all balances are payable on a project. Customer cancellation of any WNM services at any stage must be notified in writing via email. Any outstanding balances remain payable regardless of the stage of design or production of the project. Non-payment of any outstanding amounts will be passed onto a debt collection agency for full payment plus expenses.
WNM do not offer refunds for server, service or software interruptions.
WNM will provide a refund to customers where a refund is due by law. To assist with interpretation of the law, the following guide is extracted from a Department of Commerce website and is provided to ensure customers understand their legal obligations under contract.
Where an item is defective –
“Consumer Protection believes that, if it is possible to have the item repaired to your customer’s satisfaction, and then you should be given the opportunity to do that, providing the time to do it is not excessive.”
Where a customer cancels all or part of their order –
“Your customers have no legal right to a remedy if they have simply changed their mind, or the item is an unwanted gift, or the wrong size etc. However, under such circumstances, if the salesperson agreed at the point of sale to give a refund if the item proved not suitable, this may become a condition of sale’ and they may insist on a refund.”
Can I get a refund when I change my mind about a service?
“A business does not have to give a refund if you simply change your mind about a service, unless they have a policy to offer a refund, replacement or credit note when this happens.
Overseas Office (Off-shoring)
WNM has an overseas office based in New Delhi, India. From time to time and based on the project requirements, work may be off-shored to our Indian Office. This may include work for web design, web development, app development and digital marketing services that WNM provides.
New Website Design and Development–
During the process of designing and developing a new website, the WNM representative responsible for liaising with you will formally request a number of ‘sign-offs’ at various stages of the design and development process. This may include:
- Approval of the wireframe
- Approval of the overall website template/design
- Approval of specific pages or design elements
- Approval to make the website LIVE
Approval will be requested by email. If changes are requested to elements of the design or to the functionalities involved in the project as stated under the “Scope of Work” document or after your approval has been provided, this may incur additional charges.
Following discussions with your WNM representative regarding the design and functionalities of your new website, the representative assigned to your project may ask that you email your requests or approval, or he/she may email you to confirm your discussion. If you are not happy with a design or functionality aspect of your new website, we ask that you detail the areas requiring improvement in an email to us.
Website design and functionality changes that are requested after initial approval has been provided will be quoted separately.
Copyrights and Trademarks
You are solely responsible for ensuring that you have the right to use any material included in copy, illustrations, photographs, video or other media included on your website. This includes, but not limited to, the right to use any copyright material, logos, registered trademarks or other intellectual property. WNM accepts no liability for the consequences of any breach by you. If WNM is found to be wholly or partly liable for any breach you will indemnify WNM for any such liability.
If WNM becomes aware that any claim is made by a third party in relation to the use by you of any copy, illustrations, photographs, video or other media included on your website WNM reserves the right to disable your website and to require you to remove any allegedly offending material before lifting that disablement.
Display Issues for Websites and E-mail Templates Produced
Whilst we endeavour to produce websites and email templates in a browser-compliant format, not all browsers render in the same way and therefore websites and email templates may not display correctly across all browsers. Websites produced by WNM are tested in the latest versions of browsers such as Internet Explorer and Mozilla Firefox, Google Chrome Email templates are tested in the latest version of Microsoft Outlook.
Display issues that occur within these browser versions will be corrected by WNM at no charge. Display issues that occur in alternative browsers can be fixed at a charge.
Search Engine Marketing Keyword Recommendations
WNM will email you a Keyword Recommendation containing a recommendation of the best keywords to target for Search Engine Marketing campaigns. WNM uses various third party tools such as Google Keyword planner to come up with these recommendations to the best of its knowledge.
If you are satisfied with the Keyword Recommendation, we require email confirmation stating that we can begin the campaign using the chosen keywords.
If you request changes to the Keyword Recommendation after emailing your Campaign Account Manager with approval for the Keyword Shortlist, additional charges may apply for re-adjusting the campaigns, and re-writing the content for optimised pages.
Optimisation & Content Writing
Your Campaign Account Manager will email you access to the optimised pages or content writing done (If content writing is a part of the campaign management contract) for your website. You may request changes to the content by emailing, faxing or verbally describing the changes to your Account Manager. After the changes are complete the revised page(s) will be sent to you for a final review. You may request one further set of changes, after which further changes will incur al fee.
Your Campaign Account Manager will seek approval for the optimisation or content writing by email. If you request further changes to your optimisation or content after emailing your Campaign Account Manager with the requested changes additional charges will apply.
Content, Design and Package Restrictions:
Each package or product has certain design and functionality restrictions. It is your responsibility to understand these restrictions prior to commencing any project. You should discuss any queries you may have with your WNM consultant and also refer to the examples WNM has provided to you which fall within your budget range, and refer to any documentation that WNM has provided to you.
During various stages of the design and development process WNM will request from you certain information, content and/or approval. You should ensure that the information and content that you provide to WNM is correct and is the final version. WNM cannot accept any revised content once you have submitted your final content. Any revisions to content may result in you incurring additional charges.
Where “pages” of content are specified, a “Page” consists of up to 1 A4 page of text and up to 5 images. If you require more content than this on any one page, you should advise WMM accordingly so that WNM can provide you with a quote for the extra content.
Where a gallery of images is used, up to 20 images can be entered by WNM for you. Additional images may incur extra charges. When WNM provides you with design layouts for approval, these design layouts represent the suggested design for the home page of the site. You must understand that the inner pages of the site will follow a simpler design as there is more information to be presented. You should ensure that you ask your WNM consultant for more information if you are unclear on this.
WNM uses the content in the form that is provided to WNM by you and does not conduct spelling or grammar checks. WNM will not write your content for you unless you have requested that this be provided as a separate service which will incur additional costs. You are solely responsible for the content of the site and accordingly WMM will treat the submitted content as the final version of that content. If you find you have errors in your submitted content, you are able to change your content through the Content Management System (if available).
WNM include a set number of rounds of changes during its site production process. The standard number of rounds of changes is 3. Any extra changes required by you may incur additional costs and such extra changes can be purchased during the sales process. WNM accepts no responsibility for ensuring that such changes are error free.
Changes must be submitted in one email and one email of changes (within the scope of the project) is considered one round of changes. In the event that WNM makes any mistakes or omissions in implementing the changes that you have requested, WNM will rectify this at its own expense.
Please ensure that you limit your changes to comply with the agreed specifications. Failure to do this may result in you incurring additional costs.
WNM may include a link to its own website at the footer of your site and, where such link is so included, you must not take any steps to remove this link. WNM reserves the right to change any such links from time to time.
Search Engine Marketing, Online Marketing & Recurring Subscriptions
Search Engine Optimisation Disclaimers
Our Search Engine Optimisation services aim to get pages to rank in the top 10 results of the major search engines. However, as search engines can and do change their algorithms (rules and weighting factors) at any time, we cannot offer a guarantee that a specific ranking will be achieved or maintained.
Where a ranking guarantee is provided for “relevant keywords” the guarantee refers to having your business positioned in a top ranking position for a keyword that a potential customer is likely to use in a keyword search when looking to engage your services.
These keywords will be obtained by reviewing your Google Analytics (Keyword Search Tool) information and searching for phrases that have previously delivered traffic to your website within the period that WNM’s services have been engaged for.
Note: Ranking guarantees are not provided for a set of specific keywords as this is not in the client’s best interest given long tail keywords often convert at a higher rate, and to focus on specific keywords may be to the detriment of other more relevant/higher converting keywords.
Owner Responsibilities and Limitation of Liability
Google AdWords, Yahoo! Search Marketing and Social Media advertising campaigns are set up either in your business name in which case all click charges are payable directly to the search engines of social media website by you, or by WNM on your behalf in which case the media fee is payable by you to WNM.
WNM is responsible for managing the campaigns on your behalf. Whilst we take the utmost care in managing your campaigns and budget, it is important that you review your campaigns regularly to ensure the changes made by our team are to your satisfaction. WNM will not be liable in any way for any loss or damage suffered by you through the use of this service.
Cancellation of Recurring Subscriptions
Recurring subscription fees are payable for the minimum contract period regardless of the status of the project and cannot be reduced or cancelled without written approval. Account downgrades are available within the minimum contract period however the payment amounts remain unchanged.
Cancellation of any recurring subscription service requires at least 30 days’ notice in writing by you. Upon receiving cancellation notification the subscription may be terminated within this 30 day period at the discretion of the service provider (WNM).
Pausing Subscription Services (e.g. Google AdWords)
Should you want to temporarily pause your campaign for two or less months, this does not constitute grounds for your monthly management fee to be paused. Pausing, re-activating, communication and reporting all constitute management and are therefore billable. Media spend can be paused during this period and unused budget is rolled over into following months. If campaign pause requests are received within the initial contract period the payments continue until the minimum contract term is paid in full.
Disabling Client Accounts
Right to disable websites – WNM reserves the right to disable websites where:
- Payment is 14 days or more overdue.
- We have access to your web hosting account;
- At least 48 hours’ notice requesting payment has been provided to the client by email or by phone; and
- Payment for a particular service has not been received.
Right to disable optimised pages – WNM reserves the right to disable the optimisation performed on websites (i.e. return them to their previously un-optimised format) where:
- WNM installed the optimisation, regardless of whether the website is hosted by WNM;
- Payment is 14 days or more overdue;
- At least 48 hours’ notice has been provided by email or phone; and
- Payment for a particular service has not been received.
Intellectual Property Rights:
You warrant to WNM that any and all information and material provided to WNM by you or by any one on your behalf does not infringe the copyright or other intellectual property rights of any third party and you indemnify WNM against any action taken against WNM by any such third party.
You accept responsibility for all information and material provided to WNM or uploaded to your site by WNM or yourself, and you indemnify WNM against any liability in relation thereto. Specifically, you undertake that you will not publish, distribute or issue any information that is illegal or offensive, including copyrighted materials.
Breach or alleged breach of a third party’s intellectual property rights or other rights may result in your site being suspended. WNM reserves the right to refuse any material of a copyrighted nature unless adequate proof is given of permission to use such material.
All intellectual property rights (including rights in relation to patents, trademarks, moral rights, service marks, rights in design, database rights, application for any of these rights, copyright, trade or business names or other similar rights or obligations whether they are able to be registered or not in any country) in respect of any proprietary software owned or used by WNM in the creation of your site or which are created (either now or in the future) by WNM, or which result from the engagement of WNM to create your site shall remain the property of WNM. This includes specifically all copyright in any design, code or document created or any discoveries made in the course of the creation of your site, which shall, upon creation, vest in and be the exclusive right and property of WNM. Upon payment in full of all monies owing to WNM, you shall be granted a license to use all such intellectual property however you acknowledge that the license does not constitute an assignment of any such intellectual property rights in any proprietary software either owned or used by WNM.
You are expected to test fully any application or programming relating to the site developed by WNM for you before making such site generally available for use. Where “bugs”, errors or other issues are found after the site is live, WNM shall endeavour (but is not obliged to) to correct these issues to meet the standards of function outlined in these terms and conditions.
WNM will make every effort to ensure sites are designed to be viewed by the majority of visitors. Sites are designed to work with popular browsers including Google Chrome Internet Explorer and Mozilla Firefox latest releases. However we cannot guarantee correct functionality with all browser software across different operating systems.
Changes made to the site through the CMS, in some cases, can cause browser related issues. If this happens, WNM may need to charge additional fees to rectify these issues.
In the course of building your site, WNM may use various open source software/plugins/extensions/modules and also third party proprietary software. Each piece of software has its own processes, functionality and works in its own way. The standard functionality can often be changed, but unless otherwise stated, changes to this functionality are not included in your purchase price.
WNM does not provide any warranty in respect of the functionality of such open source or third party proprietary software and WNM does not provide any guarantee that such software will be fit for the purpose or function as required by you.
Delivery of Service:
WNM is agreeing to complete the work as described in any Quote Document and/or Scope of Work and/or System Requirements and/or Ad hoc quote that may be provided to you. Please refer to those documents to understand the product you are purchasing and to ensure that it suits your needs. You should also refer to the examples that WNM has provided to you of other sites that WNM has designed which fall within your budget level so that you fully understand the product that you will be receiving. It is your responsibility to ensure you are aware of and are familiar with the full specifications and functionality of the product that you are purchasing and accordingly you are responsible for ensuring that you obtain from WNM any of the above referred to documents that are necessary for you to understand these matters.
You must understand the functionality of the product that you are purchasing as changes to the standard functionality may incur additional costs.
Client Responsibilities and Obligations:
You must follow all instructions provided by WNM and provide to WNM, in a timely manner, all information and materials requested by WNM.
All content must be provided in the format specified by WNM. Please note that excessive instructions, or links to content on other third party sites for retrieval will not be accepted.
The instructions provided by WNM as to information and materials that you are to supply are designed to ensure your site is completed on time and within the specifications agreed upon. Noncompliance with these instructions will cause delays in delivery of your product and may result in you incurring additional costs.
At times WNM may request domain name and hosting information from you. Once this information is received by WNM, WNM may re-delegate the domain name so that it points at WNM’s servers or replace or delete files on your hosting account as needed in order to complete your project. You authorise WNM to undertake these steps. Such activities may cause disruptions to your existing website, email and other services. If you have any special instructions or requirements regarding this, please advise WNM immediately.
WNM will request feedback and changes at certain stages of undertaking the process of building your site. These changes must be provided in the format required by WNM and sent to WNM in only one email. Sending excessive or multiple emails may cause detail to be missed and may result in you incurring additional charges.
Once your site is handed over to you, any further work or changes will result in you incurring additional costs. It is your responsibility to check that the site is to your satisfaction prior to handover. Once the site is made live, you must check any functionality (e.g. checkout and payment processes) to ensure your site visitors experience the site the way you intend.
If you are expecting any large spikes in your web traffic, you must inform WNM as soon as practicable so that WNM can assess any potential impact on its infrastructure and other clients. Any conduct that endangers the web hosting services provided by WNM to other clients will result in your site being suspended. This includes, but is not limited to, undertaking activities such as mass mail outs which can cause disruption to WNM’s sever.
Project Non Completion:
You acknowledge that, in the event that WNM cannot complete the development of your site due to difficulties in executing the proposed services (which may be due to either project issues or client difficulties) then WNM may, by written notice to you, terminate its agreement with you, at which time WNM shall, at their sole discretion, either refund to you any monies paid by you or shall provide to you any work completed by WNM and paid for by you.
WNM will provide a timeframe for each project at such time when its project team has gone through the requirements of the client and these requirements have been finalised. This timeline is usually provided as a part of the quoting document however any subsequent changes to the requirements may affect the timeframe.
The final time frame is an estimation only and projects can be delayed by a number of factors including (but not limited to) non-compliance by you with the instructions to or requests from WNM, incorrect content being supplied to WNM and WNM being unable to contact you for prolonged periods of time. You must ensure that WNM have accurate contact details for you, non payment of monies towards the project.
You must make every effort to follow the instructions provided by WNM and provide the required information to WNM in order to facilitate delivery times and correct specifications.
Delays in providing the required information to WNM may result in delays in product delivery and also may result in you incurring additional charges for administration time.
WNM will make all reasonable efforts to provide the product by the estimated date but do not accept liability for any costs incurred, loss or damage (including consequential loss or damage) compensation or loss of earnings due to any failure to meet agreed deadlines.
WNM provides a 60 day warranty on all of its work. However, if you have made changes to your site using the Content Management System, you may incur additional costs to resolve any issues that arise due to those changes.
Limitation of Liability
Whilst every endeavour will be made to ensure that the site is free of errors, WNM cannot accept responsibility for any losses or damages (including consequential loss or damage, loss of business, loss of income, loss of information or business interruption) incurred due to malfunction or due to the construction or operation of the site or any part of it. Further, WNM will accept no responsibility for liability for any down time, loss of income or loss of your use of the site which may occur as a result of the site being affected by computer hacking, computer viruses, malware or spyware. If your site is affected, WNM may, at its sole discretion, assist you with remedying such affliction; however in doing so, WNM accepts no responsibility or liability in this respect.
In addition, WNM accepts no liability whatsoever for any damages or costs (including consequential damages or losses) incurred as a direct or indirect result of using WNM’s services or services of WNM’s related companies or businesses (howsoever caused, whether by negligence or otherwise) or incurred by you directly or indirectly as a result of your use of any open source or third party proprietary software. WNM does not provide any guarantee that any such open source or third party proprietary software will be fit for the purpose or function as required by you.
If WNM suspends your site for any breach of these terms of service or any other reason whatsoever, WNM shall not be liable for any loss of income or costs incurred by you, including any consequential loss or damage suffered by you.
It is your responsibility to ensure you are aware of renewal dates of domain names and other services. WNM takes no responsibility for loss of domain names or other services due to non-renewal, whether notification is sent to you or not. Please contact WNM on firstname.lastname@example.org or on 02 8034 4320 if you do not know the renewal dates of your services.
All terms, conditions, warranties, undertakings, inducements and representations, whether express or implied, statutory or otherwise, relating to the provision of services by WnM not contained in these terms and conditions are excluded.
Except as required by statute, all express and implied conditions and warranties in relation to the services providedare hereby excluded and WNM’s liability hereunder (if any) shall be limited at WNM’s discretion to the replacement of the services, the supply of the equivalent services or to the value of the services supplied by WNM. You acknowledge that the limitation of liability in this clause is fair and reasonable.
You acknowledge and agree that you are using all services and facilities provided by WNM at your own risk and you agree to defend, indemnify, save and hold WNM harmless from any and all demands, liabilities, costs, losses and claims, howsoever suffered, including but not limited to legal fees incurred by WNM that may arise directly or indirectly from any service provided or agreed to be provided by WNM to you or any product or service offered or sold by you to your clients. You agree that this indemnification extends to all aspects of the project, including but not limited to web site content and choice of domain name.
You also agree to defend, indemnify and hold harmless WNM against any liabilities arising out of injury to any person or property of any person caused by any service provided or agreed to be provided by WNM or any product or service offered or sold by you to your clients, including but not limited to, infringement of intellectual property rights, infringement of proprietary rights, misinformation, delivery of defective products or services which are harmful to any person, business, company or organisation and in respect of any defamatory comments or materials contained on your site.
WNM agrees that, except if directed by you, WNM will not, at any time during or after the term of its engagement, disclose any confidential information belonging to you. Likewise, you agree that you will not convey any confidential information about WNM to any other party, including but not limited to, using any documentation provided to you by WNM or using any of WNM’s processes related to the delivery of your service.
All users of WNM’s services must adhere to all policies set out in these terms and conditions as well as any other policies issued by WNM and notified to you from time to time.
The services of WNM must only be used for lawful purposes. You cannot use any of the services of WNM to store, transmit, modify, publish, transfer or sell, reproduce, create derivative works from, perform, display, or in any way exploit or distribute any material in any way that will infringe the copyright, trademark, trade secret or other intellectual property rights of others or the privacy, publicity or other personal rights of others, or any material that is obscene, threatening, abusive, hateful, libellous, defamatory, pornographic, harassing or threatening or in violation of any law, or is in any other way objectionable.
WNM reserves the right to suspend any services if, in its sole discretion, it deems any activities you are undertaking to be putting its reputation, services or other clients at risk. In addition, WNM reserves the right to refuse to deal in any way with material which may be deemed offensive, illegal or in any way controversial and also to terminate its hosting service should the necessity arise.
Hosting Cancellations & Transfers
WNM uses third-party hosting companies to provide its clients industry standard server hardware and software. WNM works to minimise any downtime and endeavours to provide an uninterrupted service at all times. Notwithstanding this, you acknowledge that the web hosting service of WNM relies on factors outside of its control and accordingly WNM does not accept any responsibility for any losses incurred for any down time.
We may recommend a hosting solution to you based on your requirements. Each hosting solution is different in terms of features provided including but not limited to the bandwidth, the storage space, the server load and the type of server. It is your responsibility to ensure that you the hosting solution being provided is right for you based on your requirements and as such WNM cannot be held liable whatsoever for any problems/errors that may arise due to the hosting plan/solution selected by you.
While WNM makes incremental and full scheduled backups of its servers, WNM does not guarantee that any lost data will be recovered. Additional charges may be incurred where you request WNM to attempt to make recoveries of lost data.
You acknowledge and agree that WNM may at any time vary the terms upon which it provides web hosting services by providing you with 30 days written notice.
Where applications or sites are developed on a server that is not operated by WNM, you are expected to provide or seek any information, additional software, support or co-operation pertaining to the server required in order for the application to be correctly developed. Where large applications are to be developed, it is your responsibility to provide a suitable testing environment which is identical to the final production development.
Suspension of Services:
WNM reserves the right to suspend/cancel any or all services provided to you, including all domain names if:–
- You have any outstanding invoices or accounts;
- Your account is in dispute or the subject of a dispute resolution procedure, court order, judgment, finding or determination;
- You fail to comply with any provision of these terms and conditions or any other policy, directive or requirement notified to you by WNM;
- There is evidence of fraudulent, illegal, defamatory or offensive activities or evidence of any other activity that is in breach of a third party’s rights;
- WNM deems that your use of its service may jeopardise the operation of the service that WNM provides;
- WNM’ service suffers any technical failure or if WNM must carry out maintenance;
- You have used WNM’s service in a manner which violates any applicable laws or regulations;
- You have used WNM’s service in a manner which interferes with or disrupts the usage of the service by other clients of WNM; or
- WNM deems any other reason as satisfactory to protect WNM, its staff or other clients.
Reasonable notice of the suspension/cancellation of services will be given to you in writing by WNM only where possible.
In the event that your account is suspended or cancelled under these terms and conditions, you must pay all outstanding charges to WNM immediately.
Either party may terminate the ongoing monthly service agreement for WNM to provide web hosting services by providing the other party with 30 days written notice of such termination. If you wish to terminate the ongoing monthly service, then you must provide such written notice to WNM.
If you choose to terminate the agreement, then the balance of any fees owing to WNM, including in respect of any site project costs, monthly fees or any other fees that you may be liable for, shall become immediately due and payable.
You acknowledge that sites cannot be guaranteed to be 100% error free in construction and you acknowledge that the existence of errors falling short of a complete failure of consideration in the site shall not constitute a reason to terminate the agreement between you and WNM.
In the event that WNM takes action to recover from you any amount outstanding, WNM shall be entitled to also recover from you, in addition to the amount unpaid and interest, its reasonable costs of the recovery action including, but not limited to legal costs and expenses (e.g. costs for company search, document printing, charges for registered post, lodgement fee and transportation cost etc.). The Customer is liable for all reasonable expenses (including contingent expenses such as debt collection commission) and legal costs (on a full indemnity basis) incurred by WNM for enforcement of obligations and recovery of monies due from the Customer to WNM.
WNM may experience outages beyond its control caused by reason of failure of hosting services provided to third parties upon which WNM relies to provide its services, act of God, or the consequence thereof including, but not limited to fire, flood, typhoon, earthquakes or by reason of riots, wars, invasions, acts of hostilities, civil wars, rebellion, terrorist activities, government restrictions, trade embargoes, strikes, lockouts, labour disputes, boycotting or other causes beyond WNM’s control. You agree to release WNM from any claim or potential claim with respect to outages and any loss or damage suffered by you or any third party.
These terms and conditions may be varied or updated from time to time by WNM.
Governing Law and Jurisdiction:
These terms and conditions are governed by the law of the State of New South Wales and each party irrevocably and unconditionally submits to the non-exclusive jurisdiction of the courts of the State of New South Wales.
If any provision of these terms and conditions is invalid and not enforceable in accordance with its terms, other provisions which are self-sustaining and capable of separate enforcement with regard to the invalid provision, are and continue to be valid and enforceable in accordance with their terms.
The failure, delay, relaxation or indulgence on the part of WNM in exercising any power or right conferred upon WNM by these terms and conditions does not operate as a waiver of that power or right, nor does any single exercise of any power or right preclude any other or further exercise of it or the exercise of any other power or right under these terms and conditions.
You may not assign or transfer your rights or obligations under these terms and conditions without the prior consent in writing of WNM.
No Adverse Construction
These terms and conditions are not to be construed to the disadvantage of WNM because WNM was responsible for its preparation.
You must not make, disclose or publish orally or in writing any statement or comment which may defame or disparage WNM or any of its employees or its business. This obligation survives the termination of the engagement of WNM.