Polar Web Design Service Agreement

Please read the following Terms of Service and agree by filling in the form at the end of the page.

Note: This service agreement is legal and binding and applied to the invoice reference entered at the end of this page.

Last updated: September 6, 2022

Please read these Terms of Use (“Terms”, “Terms of Use”) carefully before using the https://polarwebdesign.com.au website (the “Service”) operated by Polar Web Design (“us”, “we”, or “our”).

Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Service.

By accessing or using the Service you agree to be bound by these Terms. If you disagree with any part of the terms then you may not access the Service.

This is the agreement we use for delivering website services. We encourage you to read and understand the agreement as it explains what each of us are responsible for, and is designed to protect you as well as us.

These terms and conditions define our working relationship with you. Unless otherwise agreed to in writing by both parties, these terms apply from the date of our Proposal, Quote or Invoice, and cover all of the deliverables you ask us to provide. If there is any part of the Proposal, Quote or Invoice that you do not understand, please let us know before agreeing to these terms.

By accepting any service Proposal, Quote or Invoice, either in writing or by paying a deposit for the service, you are accepting the Terms of Service outlined below.

What we do

    • We will provide the services and deliverables described in the Proposal or Invoice in exchange for receipt of payment set out in the Proposal or Invoice.
    • We may subcontract part of the work or use external suppliers. Any subcontractors or external suppliers will be bound by the terms of this agreement.

Additional services and variations

    • We can assist you with services not already identified in the Proposal or Invoice. This will require a new agreement and attract an additional cost. Please note that service rates may be adjusted from time to time and will not necessarily be the same as set out in the current Proposal or Invoice.
    • Any additional work outside the scope of the Proposal or Invoice including small tasks will be charged at our hourly rate.
    • The online world is changing all the time. If we think something that we had offered to do is no longer effective, or no longer available, or there is something that we consider to be even better than what we first proposed, we may choose to change parts of the service offered to you. If we change parts of the service we will let you know before changing. There will be no extra cost to you, and no reduction in the price.

    Our Responsibilities

      • We will provide the services in a professional and competent manner. We will communicate our progress to you regularly.
      • Upon payment in full for website development we will supply the last backup of the site and associated data and either:
          • ensure the website is ‘live’ and visible on the internet, looking after your hosting as part of your Ongoing Management; or
          • take all reasonable steps to transfer the domain name to your nominated registrar and handover the website data to you to transfer your hosting to another service provider.

    Your Responsibilities

      • You authorise us to access your domain registrar, hosting account, disk space, create databases and applications, submit pages of your website to search engines and all other activities reasonably necessary to complete the deliverables set out in the Proposal or Invoice.
      • You will carefully check the website for accuracy in all respects, ranging from spelling and grammar to technical illustrations. We are not liable for errors or omissions.
      • You will cooperate with us so that we can complete the services in a timely and efficient manner.
      • You will pay our accounts on time.
      • You indemnify Polar Web Design against any claims, actions, loss or damage (including legal costs) arising directly or indirectly from any:
          • errors and omissions in content on your website;
          • unauthorised use of copyright works or other intellectual property in relation to your website;
          • failure of software supplied to you;
          • failure of services provided by the registrar;
          • failure of services provided by the hosting provider.

    Payments

      • You agree to pay the cost of the services and deliverables as set out in the Proposal or Invoice. The prices set out in the Proposal are valid for acceptance for a period of 30 days from the date of the proposal and are otherwise subject to change.
      • Unless you have elected our Ongoing Essential Maintenance & Hosting Package (Ongoing Management) service, you are solely responsible for the payment of hosting set-up and fees.
      • Ongoing management fees are payable monthly by automatic payment setup with your credit card or debit card. The monthly management costs are due on the same day each month. You authorise us to deduct the Ongoing Management fee at the agreed payment frequency until this agreement is cancelled.
      • If your Ongoing Management fee falls into arrears, you authorise us to deduct the outstanding balance to bring your account back up to date.
      • If an automatic direct debit payment is reversed by your financial institution, we will try to contact you to re-try the debit. If the debit remains outstanding it will be processed within 14 days of the reversal with any reversal fees that apply. You authorise us to debit your account an amount equivalent to the amount our bank charges us for reversal fees in addition to the outstanding balance.
      • If unpaid fees remain outstanding after attempts by us to rectify the arrears, we may forward the debt to a collection agency to take further action, in which case all debt collection and legal fees are payable by you, the Client.

      Ongoing Management – domain names and hosting

        • All domain name registrations are subject to availability and registration rules.
        • You are responsible for maintaining domain registration via your chosen domain registrar.
        • If you have elected Ongoing Management services:
            • you agree to be bound by our hosting providers terms of service;
            • we will manage the hosting and payment of applicable fees on your behalf.
        • If you do not choose our Ongoing Management services you are responsible for:
            • all communications and support requests with your registrar and hosting provider;
            • management and payment of registration and hosting renewal fees; and
            • payment of hosting fees.
        • In the event that you not comply with the hosting terms of service or fall more than one month overdue on Ongoing Management fees, we have the right to do any one or all of the following actions:
            • display a holding page or de-activation page in place of your website until the issue is resolved;
            • disable or deactivate the website or attached services. This may include loss of email functionality and/or web services may become unavailable; or
            • permanently remove any of your website data and/or emails from our server.
        • You may bring an end to our Ongoing Management services by providing us with at least 30 days notice of termination. The balance of any monthly fees already paid will not be refunded.  You will be responsible for nominating a hosting service and registrar for the transfer of your domain name and redirection of website data.  Fees will continue to be charged to your account until you have provided us with the details necessary to effect transfer.

      Open source software

        • We use open source software and components to supply websites and services to clients. We do not charge additional licensing fees on open source software.
        • All software and components not developed by us retain the original licence and terms associated with that software. We cannot assign any rights to you and you agree to be bound by the original developer’s licence terms.

      Intellectual property – trade mark, copyright etc

        • You warrant that you have all necessary copyright and other permissions to use and display online the content and images you provide to us for the website, and that such content does not infringe upon the intellectual property rights of any other person. You agree to indemnify us from any liability (including legal fees and costs), threatened or actual, arising from the use of information and content provided by you.
        • You are responsible for managing any intellectual property complaint made in regard to any of the content or operation of your website.
        • We reserve the right not to publish content unless you are able to provide adequate proof of permission to use that material.

      Promotion

        • You consent to our creation of a credit and link in the footer of your website and agree to retain that link for a period of 12 months. You agree the credit and link will be removed in the event that you make, or authorise any other person to make substantial changes to your website.
        • You consent to our use of your website, associated graphics and any unused ideas and development in the promotion of our services.

      Third party services

        • The services we provide rely upon the continued operation of online facilities that we use. We will not be liable for any third party failures affecting the provision of our services.
        • You acknowledge that third party search engines may change their policies and systems at any time. We will do our best to accommodate those changes promptly but cannot be held liable for fluctuations, alterations or removal of your listing as a result of the actions of a third party which are out of our control.
        • You acknowledge that third party browsers and devices may change their policies and systems at any time. Our services are aimed toward appropriate appearance on the most common browsers – Explorer and Firefox – as well as mobile capability. We cannot guarantee that your website will appear perfectly on every available device.
        • If you enter into an agreement with a third party as a result of our recommendation it is still your responsibility to understand and negotiate your own terms of agreement with them, and to maintain any payments or subscriptions with them.

      Limitation of Liability

        • We make no guarantees about any improvement you may gain as a result of our services or any increase in business that may be generated for you through our services.
        • You agree that the total aggregate liability to us for any claim by you in respect of any service of services provided to you is limited to the total amount paid by you, to us for that service.
        • To the fullest extent permissible by law, and without limiting the application of Australian Consumer Law, in the event of any fault in the services, our liability will be limited at our choice to:
        • the supplying of the services again;
        • the repair of any fault in the services caused by us;
        • the payment of the cost of having any fault in the services caused by us repaired; or
        • the payment of the cost of having the services supplied again.
        • This limitation of liability applies to the fullest extent permitted by law, and survives any termination or expiration of this agreement, or your use of our services.

      General Terms

      • Confidentiality – Some of the information that you provide to us will be information that is clearly important and confidential to your business. We will only use that information to provide services to you and will not share it. Other information you provide will be for publication as part of the service we provide to you, and that information will not be kept confidential. Our contracts and business methods are confidential to our business, and we request that you keep them confidential.
      • Privacy – Any personal information collected by us in the course of providing services will only be used to provide services to you and for no other purpose. If you provide us with a testimonial or referral, your name, job title and business may be published.
      • Recommendations – if we make any third party recommendations, we do so because to the best of our knowledge they are professional and successful service providers. You are still required to do all due diligence to protect your company, staff and your own legal rights.
      • Relationship – We are providing services to you as an independent contractor and nothing in this agreement should be interpreted to suggest otherwise.
      • Amendment – These terms can only be amended by agreement in writing between the parties.
      • Assignment – You may only assign or transfer your rights or obligations under this agreement with our prior written consent.
      • No Waiver – Any time or other indulgence granted by us will not in any way amount to a waiver of any of our rights or remedies under this agreement.
      • Governing law – This agreement is governed by the laws of NSW and you agree to be subject to the jurisdiction of the courts of NSW, if there was a serious dispute between you and us.
      • Severability – If for some reason a clause of this agreement turns out to be unenforceable, the rest of this agreement will continue unaffected and that term will be severed.
      • Enforceability – Even if you don’t sign this agreement, if you purchase our services and we provide those services to you, you agree to these terms. You can sign this agreement and send a scanned copy to us rather than a paper original.
      • Entire agreement – Whatever ends up in this document or the Proposal is the agreement between us and anything else discussed beforehand or afterward is not part of the agreement or fees charged unless it was included.

       

      Definitions

      In this document the following definitions apply in order to avoid confusion:

      Polar Web Design           ‘we’, ‘us’ or ‘our’ or means Polar Web Design ABN 43 191 245 937 its officers, employees, contractors, successors and assigns.

      Client                                ‘you’ or ‘your’ means you, our valued client as identified in the Proposal, your successors and assigns.

      agreement                      means the terms included in this document, the Proposal document(s) and any other material identified in this document, together with any exhibits, schedules or attachments to this document.

      content                            means all materials, information, photography, writings and other creative content necessary to produce the deliverables.

      copyright                         means the proprietary rights in original works of authorship, expressed in a tangible form, as defined and enforceable under Australian and International Copyright Law.

      deliverables                     means the services and product specified in the Proposal to be delivered by Polar Web Design to the Client, in the form specified in the Proposal.

      force majeure event     means an event that is beyond our control not limited to fire, earthquake, labour dispute, act of God, death, illness or incapacity affecting Polar Web Design or any local, state, federal, national or international law, governmental order.

      open source software   means computer software for which the source code and certain other rights normally reserved for copyright holders are provided under a software license that permits users to study, change, and improve the software.

      Ongoing Management means the ongoing work to keep the website functioning and secure. This includes, but is not limited to: data management, backups, maintenance, upgrades and software updates, and hosting costs and support.

      services                            means all work completed in order to provide the Client with the deliverables set out in the Proposal, Quote or Invoice provided.

       

      Please read this agreement through to ensure you understand the terms. By filling in and sending the form below with your name and email and checking the consent box, the Client is acknowledging that they have read and agree to the Terms of Service set out above.