For the purposes of these terms and conditions attached to your quotation, “Client” refers to the legal entity to whom the quotation is addressed, and who authorises commencement and acceptance of responsibility for the cost of all works included in the quotation. “Products” refers the design, logo, corporate style guide, copy, website or any other item created on behalf of the Client by Chilli Frog Marketing following acceptance of this quotation.
Please read the below terms carefully. By engaging Chilli Frog Marketing, you agree to our Terms and Conditions and Terms of Service as outlined below. The Terms of Service herein will be valid and binding as of the date of signing, and will continue to be valid and binding until both the Client and Chilli Frog Marketing agree in writing, that services of Chilli Frog Marketing are no longer required. The below conditions will apply to all individuals, businesses or companies (“Client”) who engages the services of Chilli Frog Marketing, its contractors or sub contractors unless otherwise agreed in writing by both parties.
Quotations are valid for 30 days from the date of issue and any acceptance by the Client after this time can be subject to price review. Revisions and additional work which comprises work requested by the Client above and beyond that which has been specifically agreed upon in writing in this quotation will be subject to an additional charge of $95/hr + GST. In its sole discretion, Chilli Frog Marketing may agree to issue a fixed price quotation for any additional work requested by the Client.
AUTHORITY TO COMMENCE WORK
Work will commence once a formal quotation has been accepted (with it the acceptance of these ‘Terms of Service’ and our ‘Terms & Conditions‘ along with confirmation of receipt by Chilli Frog Marketing of the Stage One upfront payment of 50% of the total quotation amount.
All websites are to be completed within a maximum of 3 months from when the initial deposit is paid. If the client delays the project completion for longer than the allocated 3 months, Chilli Frog Marketing reserves the right to on-charge additional work performed after the three (3) month period at a rate of $95/hr + GST for the remaining works on top of the original invoice. The timeframe for all other projects will be subject to negotiation between the Client and Chilli Frog Marketing and will be specified in the quotation. The Client agrees and accepts that while Chilli Frog Marketing will make every effort to complete each project within the specified timeframe, circumstances may change, as may the scope of the project, and therefore the specified timeframe shall not be binding. Further details of Chilli Frog Marketing’s timeframe expectations are detailed below in the section headed ’Project Delays’.
Any time frames or estimates that Chilli Frog Marketing gives are reliant upon the Client’s full co-operation. During development there is a certain amount of feedback required in order to progress to subsequent phases. It is required that a single point of contact be appointed by the Client and that the contact be made available by the Client to Chilli Frog Marketing on a regular basis. Chilli Frog Marketing allows 4-5 working days for Client feedback per stage at the most to ensure the continual flow of the job. Any delays beyond that will incur a time delay on the final project and will be discussed with the client.
Payment in respect of an invoice is required within 7 days of invoice date. All websites must be paid by the client in a two (2) stage process as outlined below.
STAGE ONE: Upfront payment of 50% of the total quotation amount prior to commencement. (A maximum of two (2) rounds of design amendments are included as standard in each quotation. Any additional amendments requested by a client will be subject to an additional fee. At a rate of $95/hr + GST.
STAGE TWO: Payment of 50% of the total quotation amount upon on completion of project or prior to going live on all website projects.
Any additional work outside the initial scope of the project agreed with the Client will be charged at $95/hour + GST, including changes beyond the included two (2) rounds of changes per project.
MEETINGS AND PROJECT MANAGEMENT
Call out fees for meetings held off-site as well as on-site will be charged at a rate of $95/hr + GST. This includes in-person meetings and meetings over the phone or via skype. Initial meetings and prospect phone calls are excluded. Pre-scheduled meetings that were quoted for or included in a project quote are excluded.
SUPPLY OF MATERIALS
Unless otherwise stated, all quotations assume that the Client shall supply all content in a suitable electronic format, and that any photographs being supplied shall be in a resolution that will provide the required quality of reproduction. If any additional expenses are incurred as a result of a need for stock imagery, templates, premium plugins or third party software, Chilli Frog Marketing will invoice the Client for those expenses as ‘additional extras’. If the Client fails to supply materials or to do so in a timely manner, and that failure prevents the progress of the work, Chilli Frog Marketing has the right to invoice the Client for any part or parts of the work already completed.
Chilli Frog Marketing works with a team of designers and developers to offer a full range of services. The Client agrees and accepts that Chilli Frog Marketing may engage the skills of subcontractors and third parties to complete any works with regard to your project.
APPROVAL OF WORKS
On completion of the the undertaken project, the Client will be notified and have the opportunity to review it. The Client should notify Chilli Frog Marketing in writing, of any unsatisfactory points within 14 days of receipt of such notification. Any of the Work which has not been reported in writing as unsatisfactory within the 14 day review period will be deemed approved. Approved work, or deemed approved work, cannot subsequently be rejected, and the contract will be deemed to have been completed and the 50% balancing payment will become due.
If the Client rejects the Work performed by Chilli Frog Marketing within the 14 day review period or will not approve works to remedy the project and Chilli Frog Marketing considers that the Client is unreasonable in their repeated rejection of the Work, the contract will be deemed to have expired. Paid deposits are forfeited and Intellectual Copyright of final files will remain with Chilli Frog Marketing as per ‘Copyright Law and Intellectual Property’ terms below.
The Client may terminate the contract at any point but in doing so will forfeit the 50% deposit paid. All uncompleted designs remain the intellectual copyright of Chilli Frog Marketing as per the ‘Copyright Law and Intellectual Property’ terms.
In the event where your overdue account is referred to a collection agency and/or law firm, you will be liable for all costs which would be incurred as if the debt is collected in full, including commission on collection of the additional costs and also including legal demand costs.
Overdue accounts will be subject to interest at the rate of 13% p.a., calculated for the period the account is due until the date it is paid.
WEBSITE 3 STAGE PROCESS
Every website that is designed and developed by Chilli Frog Marketing will be implemented using the 3-stage process described below. Each individual stage must be approved in writing by the Client before Chilli Frog Marketing proceeds with the next stage.
STAGE ONE: WEBSITE TREE LAYOUT AND CONTENT
A website tree in PDF format will be provided to the Client which will outline the simple navigation and frame of the website (no design elements will be included at this stage). The Client will be provided with a website content template to complete with as much information as possible. Chilli Frog Marketing will complete the website text content and send the content to the Client for the Client’s approval in writing prior to the design phase.
STAGE TWO: DESIGN CONCEPT
The Client will be provided with an initial website design including homepage design. A Client may request up to two (2) design amendments at this stage. Once the final design has been approved and the standard design amendments have been implemented, any further changes to the design and layout of the site will be subject to additional costs as outlined above in the sections headed ‘Author Corrections, Alterations & Design Amendments’ and ‘Definition of Design Amendments’.
STAGE THREE: FINAL WEBSITE APPROVAL
Following approval by the Client of the initial design concept and any amendments, the remainder of the website will be developed for final approval. One set of minor cosmetic changes such as text edits or image placement can be made at this stage however any further changes to the design or layout of the site will be subject to additional costs as outlined above in the sections headed ‘Author Corrections, Alterations & Design Amendments’ and ‘Definition of Design Amendments’. Final approval by the Client in writing is required at this stage. Chilli Frog Marketing must also confirm receipt of the final payment of 50% of the total quotation amount prior to any authorisation of the site to go live.
AUTHOR CORRECTIONS, ALTERATIONS & DESIGN AMENDMENTS
All quotations include a maximum of two (2) rounds of design amendments at the design approval phase. Stage 1 and 2 of the website build may involve a design amendment request to the website structure and framework following client feedback. Stage 3 design amendments will be cosmetic only. Major changes (e.g. navigation, design layout etc.) at Stage 3 will be calculated at an hourly rate ($95/hour + GST.) and approved by the Client before implemented. The Client must approve all revisions before commencement.
DEFINITION OF “DESIGN AMENDMENT
A design amendment comprises one single email or phone call from the Client which clearly states changes requested to the design, layout or information contained in the website prior to these changes being implemented. A design amendment may involve multiple tasks within the one list. Any additional website changes beyond the standard inclusion of two (2) rounds of amendments will be then charged at the hourly rate of $95/hour + GST.
SEARCH ENGINE OPTIMISATION
Chilli Frog Marketing does not guarantee any specific position in search engine results for your website. Chilli Frog Marketing performs basic search engine optimisation according to current best practice. Additional quotes for SEO can be provided upon request.
BACKUPS AND MAINTENANCE
You are responsible for maintaining your own backups with respect to your website and we will not be liable for restoring any client data or client websites except to the extent that such data loss arises out of a negligent act or omission by us. Chilli Frog Marketing offers a quarterly maintenance schedule which includes monthly backups as an add on to its website packages at $95+GST per quarter.
HOSTING AND DOMAIN REGISTRATION
Where the Client requires domain registration, hosting, SSL certificate or SEO, Chilli Frog Marketing refers its Clients to their preferred website hosting company. Clients are to provide their hosting and domain details to Chilli Frog Marketing to complete development. Ongoing registrations of the domain and hosting is the client’s responsibility. If upgrading an existing website, Chilli Frog Marketing will build the new website on our development server, keeping the client site active in the interim. Once the website is completed, Chilli Frog Marketing include the migration from cPanel to cPanel in their website package cost. If client is not utilising cPanel, Chilli Frog Marketing can offer an FTP migration service for an additional charge of $95+GST per hour.
The Client is responsible for complying with all relevant laws relating to e-commerce, and to the full extent permitted by law will hold harmless, protect, and defend and indemnify Chilli Frog Marketing, its associates, employees and its subcontractors from any claim, penalty, tax, tariff loss or damage arising from the Client’s use of Internet electronic commerce.
GRAPHIC DESIGN / MARKETING / PRINTING / COPYWRITING
All general design work (logo design, graphic design) will be on a 50% deposit upon initial engagement followed by the remaining 50% payment on design completion. Confirmation of receipt of the payment must be made by Chilli Frog Marketing before all completed work is handed over to the Client. Where printing is a component of the works, final payment must be paid in full to Chilli Frog Marketing prior to delivery.
All graphic design projects include a maximum of two (2) rounds of design amendments included as standard in each quotation. Any additional amendments requested by a client will be subject to an additional fee. At a rate of $95+GST per hour. A final proof of all files will be sent to the client for final checks and approval. Any omissions or errors within the document following final approval will be the responsibility of the client. Additional fees will apply for edits once final files have been approved. Chilli Frog Marketing will not be responsible for any printing or delivery fees incurred following approval of final files by the client.
Any additional work outside the initial scope of the project agreed with the Client will be charged at $90/hour + GST, including changes beyond the included two (2) rounds of changes per project.
COPYRIGHT LAW & INTELLECTUAL PROPERTY
At any time when the Client supplies content to Chilli Frog Marketing for use in the work described in the quotation, the Client warrants that the owners of the content have provided all necessary approvals for use of the content in the work so described. The Client must obtain all necessary permissions and authorities in respect of the use of all content, copy, registered company logos, names and trademarks, photographs, artwork or any other material that the Client supplies to Chilli Frog Marketing for inclusion on your website or web applications. You must indemnify us and hold us harmless from any and all claims, legal actions, suits, liabilities, losses, damages, costs and expenses, including any special, indirect, incidental, consequential or punitive damages or losses related to the content of your website, including claims of breach of warranty, product liability claims, or claims that any of the Client’s content infringes the copyright or other intellectual property rights of any third party.
The intellectual property rights in respect of all concepts and designs created under this agreement are transferred to client upon full payment of services provided. If the Client uses any concept, design or product created by Chilli Frog Marketing whilst an amount is overdue, Chilli Frog Marketing reserves the right to initiate action to stop client use of the product without notice.
We shall not be liable for any liabilities, losses, damages, costs and expenses, including any special, indirect, incidental, consequential or punitive damages or losses which the Client may suffer which is in any way attributable to any delay in performance or completion of this contract, however that delay arises.
To the full extent permitted by law, all terms, conditions, warranties, undertakings, inducements or representations whether express, implied, statutory or otherwise (other than the express provisions of these terms and conditions) relating in any way to the services Chilli Frog Marketing provides to you are excluded. Without limiting the above, to the extent permitted by law, any liability of Chilli Frog Marketing under any term, condition, warranty or representation that by law cannot be excluded is, where permitted by law, limited at Chilli Frog Marketing’s option to the replacement, re- repair or re-supply of the services or the payment of the cost of the services that Chilli Frog Marketing was contracted to perform. All works undertaken by Chilli Frog Marketing comply with Australian consumer law.