Terms and Conditions
General
1. Quotations are valid for a period of 30 days.
2. A signed and dated acceptance of our estimate by an authorised person must be supplied before any work will commence.
3. Any alternation or extra services required not outlined on the signed estimate will be changed as extra.
4. All orders placed with SOMEONE STUDIO shall only be accepted subject to these terms and conditions and SOMEONE STUDIO may at any time alter these terms and conditions and such altered terms and conditions shall apply after notification by SOMEONE STUDIO to the client.
5. If a client cancels or alters any order or part order at any time after SOMEONE STUDIO has received the order then SOMEONE STUDIO reserves the right to render additional costs to the date of such cancellation or alteration.
Terms of Payment
6. For quotations $1000 and over the client shall make payment within the following terms:
(a) 50% deposit on receipt of signed quotation approval;
(b) 50% balance upon either of the following:
(i) if a website, on approval of the test site before final site is posted live or;
(ii) if design print work, prior to finished work being handed to the client and/or forwarded to the nominated printer/supplier.
(c) All payments are to be made in full within 7 days of the date of invoice.
7. For quotations under $1000 the client shall make payment within the following terms:
(a) Unless otherwise negotiated, payment is to be made in full on receipt of signed quotation;
(b) All payments are to be made in full within 7 days of the date of invoice.
8. Payment shall be made by either direct electronic deposit or cash.
9. If the client fails to make payment in accordance with clause 6 & 7, SOMEONE STUDIO shall be entitled to charge a late payment administration fee plus default interest at a rate of 2% per fortnight on all overdue amounts (including charges and amounts other than the price calculated on a day to day basis on any moneys due but unpaid, such interest to be computed from the due date for payment AND the parties agree that such default is not a penalty but a true measure of damages incurred by SOMEONE STUDIO). Payments received from the client will be credited first against any default interest and all such charges shall be payable on demand.
10. SOMEONE STUDIO shall also be entitled to claim from the client all costs relating to any action taken by SOMEONE STUDIO to recover moneys due from the client including any legal costs and disbursements on a solicitor-client basis and cease any further delivery of services or products to the client that have not been delivered.
Intellectual Property, Copyright and Ownership
11. All ideas, designs, concepts, artwork, compositions, symbols, logos or other trade indicia prepared or developed by SOMEONE STUDIO shall be the absolute property of SOMEONE STUDIO and the client shall not use such material in any media until payment is made by the client to SOMEONE STUDIO in accordance with clause 6 & 7.
12. The copyright for all purposes in any ideas, designs, artwork, compositions, symbols, logos and other trade indicia prepared or developed by SOMEONE STUDIO (“the copyright work”) vests in SOMEONE STUDIO.
13. In consideration of payment by the client in accordance with clauses 6 & 7, SOMEONE STUDIO as the beneficial owner assigns to the client the copyright work subject to clause 14.
14. Notwithstanding clauses 11 to 13 herein, SOMEONE STUDIO shall retain copyright ownership of all draft concepts, Artwork, compositions, symbols and logos (“the draft Artwork”) created or prepared for the client pursuant to these terms and conditions but for any reason whatsoever not so utilised by the client and the client acknowledges SOMEONE STUDIO’s title in the draft artwork.
15. SOMEONE STUDIO may use any artwork/design for it’s own promotion and portfolio use and add an industry standard ‘designed by’ link to the client’s website, enhancing client Search Engine Optimisation. SOMEONE STUDIO’s ‘designed by’ link will remain for the life of the design except by negotiation.
16. SOMEONE STUDIO observes Privacy Laws and Guidelines relating to personal data.
Revisions and Content
17. The client must supply text for their project in text file format at the start of the project as well as specific graphics to be used. Text should be as close as reasonably possible to final format, with accuracy of content, spelling and grammar checked and little or no formatting (includes text from previous websites). SOMEONE STUDIO assumes all written content adheres to copyright laws.
18. Images are also to be supplied before work begins, unless by prior negotiation or if using SOMEONE STUDIO’s photography or stock image services. Images should be supplied in the highest resolution electronic format possible, i.e. logos/images in original Illustrator/Photoshop format, or hi-res JPEG files (300 dpi). SOMEONE STUDIO assumes that all correct permissions have been sought and/or royalties paid for images used.
19. Unless otherwise quoted or negotiated, projects include two rounds of changes or author’s revisions within reason. Following two revisions per project, an additional hourly fee of $140+GST per hour will be charged. We will advise you and seek your agreement before proceeding with any work that will incur additional charges.
20. You will be solely responsible for the content of your web content/undertakings. SOMEONE STUDIO is not responsible for proofreading any content.
21. SOMEONE STUDIO makes no representations to you concerning the content or functionality of your website. This is your responsibility to ensure that it meets your requirements.
22. If you provide SOMEONE STUDIO with goods, material, photographs, film, data or information to be used in any form, you hereby warrant that these do not infringe the rights of third parties and indemnify SOMEONE STUDIO against any action taken against SOMEONE STUDIO by any such third party.
23. Without limiting the generality of the foregoing, you agree not to infringe the copyright trademark, privacy or personal or proprietary rights of third parties, supply libelous, abusive, obscene material or disparage the products or services of any third party.
24. SOMEONE STUDIO for its part hereby undertakes not to knowingly infringe the rights of third parties in activities conducted on your behalf.
25. You are solely responsible for dealing with persons who access your data or webpage and warrant that you will not refer complaints or inquiries in relation to such data to us.
Suspension of Services
26. SOMEONE STUDIO may discontinue services if an amount payable to SOMEONE STUDIO is overdue or take down a website permanently in any case where an amount payable is overdue by more than 30 days. In any such event, you remain liable for the total cost of the contract including all disbursements; unless otherwise agreed between the parties.
Technical Support, Changes and Maintenance
27. Technical assistance via telephone or email will be offered. Extensive queries taking more than 5 minutes to deal with or site maintenance will be charged at $140+GST per hour.
Web Hosting
28. If you choose to organise your web hosting arrangements yourself, final exported sites will be uploaded to your preferred host company or supplied once the final payment is made to SOMEONE STUDIO.
29. Please note that SOMEONE STUDIO accepts no responsibility for delays or down time, breakdowns or data loss caused by Internet Service Providers (ISPs).
Dispute Resolution
30. The parties agree that if any dispute should arise under this agreement, attempts in good faith by both parties will be made to resolve the matter fairly before resorting to court procedures. In doing so, each party agrees to use its best endeavours to:
(a) Clearly communicate in writing the background facts leading to or causing the dispute
(b) Set out clearly what action is required to settle the dispute
(c) Select a way of resolving the dispute and explain why that way of resolving the dispute can be said to be a fair resolution
(d) Discuss specific means of avoiding such disputes in the future
31. Attempts to resolve the dispute must follow the following procedure:
(a) The person complaining shall set out in writing the background, the issues and the outcome desired.
(b) The person to whom the complaint is addressed will reply in writing within 10 business days to each issue in dispute setting out its perspective on the issue and the outcome desired.
(c) If the dispute is not resolved in accordance with this exchange of written issues and outcomes, then the complainant will raise the matter with a neutral professional adviser or Alternative Dispute Resolution (ADR) provider listed in a relevant publication of the Department of Workplace Relations and Small Business or similar government department within 10 business days.
(d) If the dispute is not resolved in accordance with such reference, the matter shall be referred to a single agreed arbitrator within 10 business days; whose decision shall be final.
(e) In the case of disagreement on the appointment of a single arbitrator, then the parties shall be entitled to nominate one independent arbitrator with 7 days of disagreement and a coin will be tossed by an independent person to decide which will act as arbitrator of the dispute.
General
32. SOMEONE STUDIO shall not be liable for any failure or delay in supply or delivery of products/services where such failure or delay is wholly or partly due to any cause or circumstances whatsoever outside the reasonable control of SOMEONE STUDIO including but not limited to war, strikes, lockouts, industrial disputes or unrest, government restrictions or transport delays, fire, power outages, failure attributable to hosting suppliers, breakdown of plant, theft, vandalism, riots, civil commotions, accidents of any kind or act of terrorism.
33. If any of these terms and conditions (or part of them) is void or unenforceable, it is taken to be removed and no longer forms part of the Agreement between us. The remaining terms and conditions remain in full force and effect.
34. Written communications between us may take the form of letters, formal documents, faxes or emails.
35. SOMEONE STUDIO may require a personal guarantee from the Director of a company in cases where files/artwork is required before payment.
Project Duration and Client Response Time
36. The client agrees to provide timely responses to SOMEONE STUDIO after receiving status notifications, work for review or requests for information. The client shall have 30 days to respond to each draft/request for information submitted. If the client has failed to respond after 30 days, SOMEONE STUDIO will deem the project complete. At such time, SOMEONE STUDIO shall have no further obligation to the client, and the client shall pay SOMEONE STUDIO all fees and expenses associated with the work performed.
37. SOMEONE STUDIO shall not be liable for any failure or delay in supply or delivery of products/services where such failure or delay is wholly or partly due to any cause or circumstances whatsoever outside the reasonable control of SOMEONE STUDIO including but not limited to war, strikes, lockouts, industrial disputes or unrest, government restrictions or transport delays, fire, power outages, failure attributable to hosting suppliers, breakdown of plant, theft, vandalism, riots, civil commotions, accidents of any kind or act of terrorism.
Governing Law
38. The client agrees that these terms and conditions of quotation and sale shall be construed according to the laws of the State or Territory as SOMEONE STUDIO may in its sole discretion determine. Proceedings may be instituted in such State or Territory as SOMEONE STUDIO may in its sole discretion determine. Failing such determination, the client consents to any proceedings being instituted and heard by any appropriate court sitting in the State of Queensland applying the laws of the State of Queensland.
Limitation of Liability
39. All terms conditions, warranties, undertakings inducements and representations, whether express or implied, statutory or otherwise relating to the provision of services by SOMEONE STUDIO not contained in the Agreement are excluded and SOMEONE STUDIO WILL NOT ACCEPT LIABILITY FOR ANY LOSS OR DAMAGE (INCLUDING CONSEQUENTIAL LOSS OR DAMAGE) HOWEVER CAUSED (WHETHER BY NEGLIGENCE OR OTHERWISE) WHICH MAY BE SUFFERED OR INCURRED OR WHICH MAY ARISE DIRECTLY OR INDIRECTLY with respect to the service.
40. Where any applicable legislation implies any term, condition or warranty into the Agreement or in respect of SOMEONE STUDIO’s relationship with you, or otherwise gives you a particular remedy against SOMEONE STUDIO and the legislation or any other legislation renders void or prohibits provisions excluding or modifying the application of, exercise of, or liability under such implied term, condition, warranty or remedy will be deemed to be included in the Agreement or as the case may require apply to the relationship between SOMEONE STUDIO and you. However, SOMEONE STUDIO’s liability for any such breach of such implied term, condition or warranty or under such remedy, will be limited, at SOMEONE STUDIO’s option, in any one or more of the ways permitted in that legislation, including, where so permitted if the breach relates to Services the supplying of those services again or the payment of the cost of having those Services supplied again.
41. You acknowledge that websites cannot be guaranteed to be 100% error free in construction and acknowledge that the existence of errors falling short of a complete failure of consideration in the site shall not constitute a reason to terminate this agreement.