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 to any website design and development 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 subcontractors 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 $110/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 ‘Copywriting Terms of Service’ and our ‘Terms & Conditions‘ along with confirmation of receipt by Chilli Frog Marketing of the Stage One upfront payment of 40% of the total website design quotation amount.
All website design and development projects are to be completed within a maximum of 60 days from when the initial deposit is paid. If the client delays the project completion for longer than the allocated 60 days, Chilli Frog Marketing reserves the right to on-charge additional work performed after the 60 day period at a rate of $110/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’.
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: PRE-PREP & 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 content and send to the Client for approval in writing prior to Stage Two.
STAGE TWO: DESIGN & DEVELOPMENT (Stage 2a & 2b)
The Client will be provided with an initial website design including homepage design (stage 2a) 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’.
Following approval by the Client of the initial design concept (stage 2a) and any amendments, the remainder of the website will be developed for final approval (stage 2b). One set of minor cosmetic changes such as text edits or image placement can be made at this stage (2b) 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’.
STAGE THREE: WRAP-UP
Final approval by the Client in writing is required at this stage. Chilli Frog Marketing must also confirm receipt of the final payment of 30% of the total quotation amount prior to any authorisation of the site to go live.
AUTHOR CORRECTIONS, ALTERATIONS & DESIGN AMENDMENTS
CHANGES & REVISIONS
We don’t want to limit your ability to change your mind. The price at the beginning of this contract is based on the number of weeks that we estimate we’ll need to accomplish everything you’ve told us you want to achieve. If you want to change your mind or add anything new, that won’t be a problem as we’ll provide a separate estimate for those additional weeks.
All quotations include a maximum of two (2) rounds of amendments for stage 1 (content), 2a (homepage mock-up) and 2b (full website design). Stage 2a of the website build may involve a design amendment request to the website structure and framework following client feedback.
Stage 2b design amendments are cosmetic only. Major changes (e.g. navigation, content, design, layout) at Stage 2b will be calculated at an hourly rate ($110/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 trello board notification 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 $110/hour + GST.
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 $125 inc 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 a client is not utilising cPanel, Chilli Frog Marketing can offer an FTP migration service for an additional charge of $110+GST per hour.
We’re not a website hosting company so we don’t offer support for website hosting, email or other services relating to hosting. You may already have professional hosting and you might even manage that hosting in-house; if you do, great. If you don’t, we will recommend one of our preferred hosting providers. We can set up your site on a server, plus any statistics software such as Google Analytics and will provide a separate estimate for that. Then, the updates to, and management of that server will be up to you.
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.
You’ll have plenty of opportunities to review our work and provide feedback. We will provide a Trello board to keep track of your website project where you’ll have the opportunity to ask questions and leave regular feedback. Each stage (One, Two and Three) includes two rounds of revisions each.
Any time frames or estimates that Chilli Frog Marketing gives are reliant upon the Client’s full cooperation. 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 2-3 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 website design and development projects must be paid by the client in a three (3) stage process as outlined below.
STAGE ONE: Upfront Payment: Pre-Prep & Content 40%
An upfront payment of 40% of the total quotation amount prior to commencement. Once this initial deposit has been made, Chilli Frog Marketing will proceed with Stage One of the website project. Stage One includes two rounds of revisions for your word document of content.
STAGE TWO: Progress Payment: Design & Development: Progress payment 30%
A progress payment of 30% is due upon completion of stage One with approval of web tree, content and moodboard. The progress payment of 30% is required to move into Stage Two – Design & Development. Stage Two includes two rounds of revisions for your homepage mockup.
STAGE THREE: Final Payment: Wrap-up 30%
The remaining 30% payment is due upon approval of the final website design review. Once this payment is made, Chilli Frog Marketing will commence Stage 3 – Wrap Up, in preparing the final site to launch. Stage Three includes two sets of revisions for the complete website design provided in dev mode (two rounds of changes max). Changes to the complete website design are cosmetic only – they do not include structural, content or design changes, as these were previously approved in Rounds One and Two.
MEETINGS AND PROJECT MANAGEMENT
Call out fees for meetings held off-site as well as on-site will be charged at a rate of $110/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, high-quality images and logo files in a suitable electronic format. You should supply graphic files such as your logo in an editable, vector digital format. You should supply photographs in a high-resolution digital format. 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.
SEARCH ENGINE OPTIMISATION
Chilli Frog Marketing does not guarantee any specific position in search engine results as a result of the content provided. Chilli Frog Marketing performs basic search engine optimisation according to current best practice. Additional quotes for SEO can be provided upon request.
ADDITIONAL WORK – OUT OF SCOPE
Any additional work outside the initial scope of the project agreed with the Client will be charged at $110/hour + GST, including changes beyond the included two (2) rounds of changes per project.
APPROVAL OF WORKS
On completion of 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 remaining 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 40% 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.
DISPLAYING OUR WORK
We love to show off our work, so we reserve the right to display all aspects of our creative work, including sketches, work-in-progress designs and the completed project on our portfolio and in articles on websites, in magazine articles and in books.
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 the 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.
Once your final bill is paid, you’ll own the website we design for you plus the visual elements that we create for it. We’ll give you source files and finished files and you should keep them somewhere safe as we’re not required to keep a copy. You own all intellectual property rights of text, images, site specification and data you provided, unless someone else owns them.
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.