In this document, ‘You’ is used to describe your business or individuals acting on your behalf. ‘Creatrix’ and ‘we’ is used to describe the Creatrix product as well as Creatrix Web Development & Online Marketing Solutions Pty Ltd ABN 55 605 255 945
You are engaging Creatrix for the specific project of developing and/or improving a website to be installed on either your web host or our provided web host. By entering into an agreement with Creatrix, you hereby authorise Creatrix to access your hosting accounts, and authorise the web hosting service to provide Creatrix with permission to any domain name or server details.
‘Client’ or ‘you’ means the party specified under the heading ‘Client Details’ in the order confirmation. ‘Creatrix’ or ‘we’ means Creatrix Web Development & Online Marketing Solutions Pty Ltd ABN 55 605 255 945. ‘Management fee’ means the amount or amounts, if any, specified in the order confirmation as ‘Management Fee’. ‘Minimum term’ means the period, if any, specified as ‘Contract Minimum Term’ in the order confirmation. ‘Security’ means the amount or amounts, if any, specified in the order confirmation as ‘Pay Per Click Security’. ‘Security deposit’ means any amount payable as ‘Pay Per Click Security’ on the order confirmation. ‘Start date’ means the date specified under the heading ‘Contract Start Date’ on the order confirmation. ‘Term’ means, in relation to each of the services, the period commencing on the date of the order confirmation, and ending when this agreement, or that part of this agreement that relates to those services, is validly terminated. ‘Website design fee’ means the amount specified under the heading ‘Website Design’ in the order confirmation. ‘Website Hosting Cost’ means the sum specified under the heading ‘Website Hosting’ in the order confirmation.
1.1. The initial number and name of website pages will be finalised during the sale. Further phone and email consultation will allow for text images and any other copy to be sent.
1.2. A website template or an existing website reference will be supplied by you during the sale to give the website designer guidance in achieving a look and feel that fits your business.
1.3. If requested, we then agree to provide a further 2 hours of assistance in adjusting the website.
1.4. Further design requirements and website changes after the period specified in 1.3 will be charged at ‘Creatrix’ standard hourly rate. Creatrix shall be in no way liable to you on the basis that you are dissatisfied with the design or the construction of the website.
2.1. During the term, domain name purchase and registration is included in the price of your website hosting package, Creatrix will renew your website domain and hosting each year during the term.
2.2. We will, if requested, transfer ownership of the domain name to you after the initial 12 month contract period, provided that there is at that time no money owing by you to Creatrix.
3.1. Creatrix must work together with you to complete the website in a timely manner. We agree to work expeditiously and endeavour to complete the website in no later than 60 days after you have paid the website design fee in full.
3.2. You shall send us your website content as soon as possible, along with any photos, discs, brochures, logins or advertising material necessary to enable Creatrix to complete the website project within the planned timeframe.
3.3. If you fail to supply sufficient website content, or fail to provide that content promptly, you acknowledge that the 60 day period referred to above in 3.1 to be extended to the extent that the website project is so delayed. Notwithstanding such delay, you shall pay the monthly hosting fee on the start date, and at monthly intervals until the end of the Term.
3.4. Fees for website design and development are not refundable for any reason, including delays in the supply of material to Creatrix to develop the site, or the lack of final approval of the site by the client.
4.1. Creatrix can undertake website maintenance when requested. Any changes required must be emailed to us and we will provide you with a written quote outlining the changes proposed and the costs involved to carry out those changes. All quotes are valid for 30 days from date of issue.
4.2. Once we receive your written email approval for the quote, we will complete the scope of work as quoted within a reasonable time.
4.3. Creatrix will not accept any responsibility for any alterations performed either by you or a third party. Such alterations include, but are not limited to, additions, modifications and/or deletions.
5.1 For clarity, please note that:-
(a) Creatrix is not Google, Google AdWords, Bing or Facebook, or Yahoo;
(b) Creatrix is affiliated with Google by being a “Google Certified Partner”. However despite this affiliation with Google, Creatrix is an entirely separate entity from Google.
5.2 Creatrix will do their upmost to help you obtain your online advertising goals by providing you with advice, information and technical services in relation to Search Engine advertising/marketing. Unless specifically stated to the contrary in this Agreement, Creatrix do not guarantee any particular rate of return or performance of any online advertising on Google AdWords (including but not limited to any particular search results page/s or rankings). We cannot be held responsible for commercial eventualities which are associated with the Internet marketing or management of your Google AdWords account for your business and/or websites.
5.3. By signing up to this Agreement with Creatrix you give us permission to access your Google AdWords account for the purposes of optimisation and the overall management of your online business.
5.4 Creatrix management (with Creatrix management fees) is a separate service from the “per click” fees that Google AdWords will charge you. Cancellation of your management with Creatrix does not automatically stop your Google AdWords advertising from running and incurring Google AdWords “per click” fees. Creatrix will not be liable for any charges that Google AdWords issue you with following the cancellation of your management with Creatrix. If you wish to stop your advertising online at the same time that you cancel your Creatrix management, please notify Creatrix in writing so that we can also cancel your Google Adwords online advertising too. Alternatively, you can choose to directly access your own Google Adwords account to manage cancellation.
5.5. Creatrix will try to set up your AdWords accounts as soon as possible, however in some rare cases it may take up to 5-7 days to complete the full set up of your new account.
5.6. The Initial Set Up Fee is payable in full before your Google AdWords accounts will be activated.
5.7. The Management Fee for your Google AdWords account will be made in advance on a monthly basis.
5.8. Creatrix will automatically debit your credit card (MasterCard or Visa Card) or bank account for the Adwords management fee agreed on.
5.9. Creatrix reserves the right to stop the up-keep of your Google AdWords account and terminate this Agreement at any time by written (or email) notice. If this happens your Creatrix weekly management fee will also stop immediately and no further payments will be charged.
6.1. All accounts require a one (1) month notice in writing to cancel their Google Adwords after the initial term. Any changes to the agreement, including changes to the monthly fee, also require one (1) month’s written notice. If you wish to cancel your Google Adwords at the end of the initial term, we require one (1) month’s written notice prior to the end date of the initial term. Otherwise, another full month’s payment is due on the next billing date.
6.2. A cooling off period of seven (7) days will apply to all contracts where you may cancel your contract. No cancellation fees will be incurred as a result of cancellation within this period.
7.1. We will endeavour to maintain network stability and satisfactory service levels, however: We may from time to time perform routine maintenance, service and upgrades. We will endeavour to act on such instances at the most convenient times and provide reasonable notice by any means we deem satisfactory.
7.2. We may experience outages beyond our control caused by any of the following; force majeure (any ‘act of God’ including those induced by negative human activities), war, invasion, act of hostilities, civil war, rebellion, military power or confiscation, terrorist activities, nationalism, governmental/quasi-governmental sanction, restraint, embargo, prohibition or intervention, blockage, labour dispute, general strike, computer hackers, lockout or failure of utilities (electricity, telephone, etc), failure of hardware (our hardware as well as that of a third party), failure of software, failed software or hardware upgrade or any other failure as caused by you, our suppliers or any third party.
7.3. We may, at our discretion provide notification of outages whether planned or unplanned.
7.4. You release us from any claim or potential claim with relation to outages and any loss of business/service suffered by you or any third party.
8.1. Creatrix does not warrant that you will receive continual and uninterrupted services during the Term of this agreement.
8.2. In no event will Creatrix, its Directors, agents or employees be liable to you or any third party for any damages, including any lost profits, lost savings or other incidental, consequential or special damages arising out of the operation of or inability to operate these web pages, website, hosting, domain or email services, even if Creatrix has been advised of the possibility of such damages.
8.3. You acknowledge that Creatrix makes no warranty in relation to your customer base, or the quality, frequency or inflow of your customers, or customers that will contact you during the term of this agreement or otherwise.
9.1. You represent to Creatrix and unconditionally guarantee that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to Creatrix for inclusion in web pages are owned by you, or that you have permission from the rightful owner to use each of these elements, and you agree to indemnify Creatrix in the event that you breach a representation or guarantee pursuant to this clause.
9.2. Copyright to the finished assembled work of web pages produced by Creatrix is owned by you upon final payment of the website design fee.
9.3. We retain the right to use the layout and elements of coding of our pre-designed websites without any of your content (logo, pictures, text and links).
10.1. You agree to defend, indemnify and hold Creatrix harmless from and against any and all claims, losses, liabilities and expenses (including solicitors’ fees) related to or arising out of the Services provided by Creatrix to you under this Agreement, including without limitation claims made by third parties (including your customers) related to any false advertising claims, liability claims for products or services sold by you, claims for patent, copyright or trademark infringement, claims due to disruption or malfunction of services provided here under, or for any content published by you using the Services, otherwise than pursuant to a non-excludable law.
11.1. The total amount of the website development cost shall be paid in full before commencement of the website project unless alternate terms have been agreed to at the time of sale.
11.2. Creatrix will not refund any payment received in relation to web design work completed after the contract is accepted.
12.1. The use of the Creatrix search engine optimisation service is at your own risk.
12.2. You acknowledge that Creatrix makes no warranty that search engine optimisation will generate any increase in sales, business activity, profits or any other form of improvement for your business or any other purpose. Whilst Creatrix will endeavour to take care in implementing our search engine optimisation solution it is unable to guarantee improved rankings in Australia’s major search engines.
13.1. You represent and warrant that all electronic mail sent using Email Hosting provided by Creatrix will comply with all applicable laws, rules and regulations pertaining to the sending of electronic mail.
13.2. You agree to observe the procedures that Creatrix may from time to time prescribe and you shall not use the website in any way that harms other Creatrix customers or members of the general public.
13.3. If you are an individual, you warrant that you are at least 18 years of age and if you are a company, you warrant that the Services will not be used by anyone under the age of 18 years.
13.4. If you access or authorise or are in any way involved with any access to any other networks connected to Creatrix, you must comply with the laws, rules and regulations appropriate in relation to those networks.
13.5. Creatrix uses its best efforts to ensure the integrity and security of the Server, however, we do not guarantee that the Server will be free from unauthorized users or hackers or from corruption by virus and we shall be under no liability for non-receipt or misrouting of email or for any other failure of email or damage to date or operations.
14.1. Creatrix reserves the right to restrict the numbers of emails sent or received from your account without notice. Creatrix reserves the right to remove any material that we deem inappropriate from your website without notice.
15.1. Creatrix may from time to time vary the terms, charges and conditions outlined in this agreement. The version of this agreement that is published at www.creatrix.net.au should always be taken as the binding and most recent version of these terms of agreement.
16.1. An agreement will continue for an initial term of 12 months unless otherwise stated. The agreement will automatically be renewed at the end of the initial term unless terminated in accordance with this Agreement.
17.1. Unless otherwise stated, this agreement may be terminated by Creatrix or by you at any time after the minimum term as defined on the order confirmation form by giving one (1) month’s written notice. Any changes to the agreement, including changes to the monthly fee, also require one (1) month’s written notice.
17.2. Notwithstanding the above, and unless otherwise agreed in writing, this agreement may be terminated by Creatrix without notice if you fail to make any specific payment in full (without prior arrangement) to Creatrix or if you misuse the services or fail to comply with your obligations under the agreement.
17.3. Creatrix reserves the right to restrict, suspend or terminate access to all or any part of the Service if you fail to comply with your obligations as defined within these terms and conditions.
18.1. The authorised representative of the client who signs the order confirmation on behalf of the client hereby personally guarantees all of the obligations of the client pursuant to this agreement. Without limiting the foregoing, the authorised representative personally guarantees to Creatrix the due payment by the client of all of its obligations pursuant to this agreement.
19.1. Creatrix will perform its obligations pursuant to this agreement at all times during the Term that there is no money that is owing and has remained owing by you to Creatrix for more than 14 days. During this period, Creatrix shall make reasonable endeavours to permit you to access information and data held by Creatrix on your behalf.
19.2. If an amount owing to Creatrix by you remains outstanding for three months, you shall be deemed to no longer require Creatrix to retain any information or data on your behalf, and Creatrix may remove such data from their records in such manner as Creatrix sees fit.
20.1. If you instruct or require Creatrix to carry out any creative or discretionary tasks or work, Creatrix shall in no way be liable for any costs or claims that arise as a result of that work or task.
20.2. Creatrix shall not be liable for any reliance that you or any other person places on any information or data provided by Creatrix pursuant to this agreement or otherwise.
21.2. Creatrix retains the right to forward and/or examine emails sent through a contact form that we have set up on your site. This is to allow us to review the quality of the emails received, and report on only those that reflect genuine interest in your product or service. This in turn allows you to accurately evaluate your return on investment (ROI), and allows us to manage any PPC advertising campaigns accordingly.