Noosa IT Services  Terms and Conditions 2010

1. Provision of Services

1.1 Noosa IT Services Noosa Heads QLD 4567; ABN 70 948 557 249 will provide you with the services set out in your confirmed Purchase Order. Only those services mentioned will be provided by Noosa IT Services and any amendments, add ons or schedule changes must be agreed to in writing. This and the following clauses are the General terms and conditions on which those services are supplied and together with the Purchase Order and Fee Schedule form the total agreement between us.

1.2 An email or a paypal order are both considered to be a Purchase Order for the purposes of these Terms.

2. Costs and Payments

2.1 You must pay all charges as set out in the Purchase Order. As prices quoted on Noosa IT Services material may change at any time without notice, please check the price on your Purchase Order before confirmation. Cost estimates are only valid for a period of 30 days.

2.2 Before Noosa IT Services commences work on any project you must pay a deposit set at the time of agreement. The deposit is non-refundable.

2.3 You will remain liable for all fees during any period when Services have been discontinued or suspended due to a failure on your part to comply with these terms and conditions

2.4 You will be invoiced as agreed in your purchase order. All accounts are payable before delivery of final artwork or uploading of final files to live sites.

2.5 You are liable to pay overdue interest at 5 % per week on any amounts not paid within 7 days of invoice. All intellectual property rights remain with Noosa IT Services until payment.

2.6 You must pay Noosa IT Services charges without any set off, counter claim or deduction unless same is agreed in writing between us.

2.7 Noosa IT Services reserves the right to prioritize early paying clients and to charge urgency fees for turnaround within 3 working days. (Priority Status)

2.8 Agreed Costing is conditional on your supplying data required for a Website Stage or completion deadline agreed within 10 working days of confirmation of Order. Noosa IT Services reserves the right to revise costings if that condition is not met in line with charges applying at the relevant time.

2.9 No final artwork or files will be delivered until final invoices are paid in full. Delivery being: Supply of final artwork digital files to printer, on disk, via email or uploaded to nominated ISP. Construction files remain the property of Noosa IT Services unless arranged otherwise.

2.10 No refund is available on Domain Name registration & renewals. You may cancel your automatic renewal of your Domain Name renewal within 5 days after the invoice date. If not canceled during this time, you are not entiteled to any refund. No refund can be produced for any site which violates our terms and conditions.

3. Limitation of Liability

3.1 All terms conditions, warranties, undertakings inducements and representations, whether express or implied, statutory or otherwise relating to the provision of services by Noosa IT Services not contained in the Agreement are excluded and Noosa IT Services 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.

3.2 Where any applicable legislation implies any term, condition or warranty into the Agreement or in respect of Noosa IT Services relationship with you, or otherwise gives you a particular remedy against Noosa IT Services 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 Noosa IT Services and you. However, Noosa IT Services liability for any such breach of such implied term, condition or warranty or under such remedy, will be limited, at Noosa IT Services 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.

3.3 You acknowledge that web sites 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.

3.4 Noosa IT Services reserves the right to refuse to do any web design work, or perform any services regardless of price, location or any other factor. Noosa IT Services does not design adult web sites, or sites with questionable character or undue violence.

4. Suspension of Services

4.1 Noosa IT Services reserves the right to suspend services in any case where you fail to perform your obligations under this agreement. If payment for services is not received within the terms of payment stipulated by us websites may be taken down until payment is confirmed.

4.2 Noosa IT Services may from time to time and without notice or liability to you suspend any of the services if the reason for doing same is an event beyond the reasonable control of Noosa IT Services.

5. Termination

5.1 Noosa IT Services may discontinue services if an amount payable to Noosa IT Services is overdue or take down a website permanently in any case where an amount payable is overdue by more than 7 days. In any such event, you remain liable for the total cost of the contract including all disbursements; unless otherwise agreed between the parties.

6. Contents of Web Pages and Undertakings

6.1 You will be solely responsible for the content of your Web Page/undertakings. Noosa IT Services is not responsible for proofreading any content unless specifically agreed.

6.2 Noosa IT Services makes no representations to you concerning the content or functionality of your Web Site. This is your responsibility to ensure that it meets your requirements.

6.3 If you provide Noosa IT Services 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 Noosa IT Services against any action taken against Noosa IT Services by any such third party.

6.4 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.

6.5 Noosa IT Services for its part hereby undertakes not to knowingly infringe the rights of third parties in activities conducted on your behalf.

6.6 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.

7. Technical Support, Changes and Maintenance

7.1 Technical assistance via telephone or email will be offered Queries taking more than 5 minutes to deal with or site maintenance will be charged at hourly rates. See particulars of hourly rates in our Fee Schedule.

8. Web Hosting

8.1 Please note that Noosa IT Services accepts no responsibility for delays or down time, breakdowns or data loss caused by Internet Service Providers (ISPs)

9. Dispute Resolution

9.1 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:

1. Clearly communicate in writing the background facts leading to or causing the dispute
2. Set out clearly what action is required to settle the dispute
3. Select a way of resolving the dispute and explain why that way of resolving the dispute can be said to be a fair resolution
4. Discuss specific means of avoiding such disputes in the future

9.2 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.
f) Action taken to settle the dispute at each stage must be undertaken promptly and the parties shall equally share the costs associated with the this dispute settlement procedure.

10. Intellectual Property

10.1 All creation files remain the property of Noosa IT Services.

10.2 Noosa IT Services retains the Copyright in and the right to use all artwork created in advancing the profile of Noosa IT Services and to be recognized for artwork created by Noosa IT Services.

10.3 Noosa IT Services shall be free to reproduce, use, disclose display exhibit, transmit, perform, create derivative works, and distribute any item from your Web Page unless specifically agreed otherwise. Further, Noosa IT Services shall be free to use any ideas concepts know-how or techniques acquired in construction of sites for any purpose whatsoever, including but not limited to developing, manufacturing and marketing products and other items incorporating such information unless specifically agreed otherwise.

10.4 Noosa IT Services observes Privacy Laws and Guidelines relating to personal data.

11.Search Engine Placement

11.1 Whilst we will try to improve the position of your Web Site in the Search Engine results in response to a search request, we do not warrant that this effort is in any way guaranteed.

11.2 We cannot be held responsible for any changes to the position of your Web Site in the Search Engines results in response to a search request.

12. General

12.1 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.

12.2 Written communications between us may take the form of letters, formal documents, faxes or emails.

12.3 Noosa IT Services may require a personal guarantee from the Director of a company in cases where files/artwork is required before payment.