By signing this agreement &/or by approving the commencement of any job, quote, proposal or invoice from Star 3 Media automatically constitutes acceptance that the ‘client’ understands & accepts the following confidentiality agreement & the terms & conditions of trade. The ‘client’ refers to any entity entering this agreement with Star 3 Media P/L. The following terms & conditions are governed by the laws of Western Australia. Any additional work or otherwise not specified in this contract or any other amendment or modification to this contract must be authorised by a written request signed by both client & the Director of Star 3 Media. All service prices specified in this contract will be honored for 3 months following the date of this “unsigned” or “signed” contract. All outsourced services such as printing, hosting, domain registration, product prices & licensing fees are subject to change without notice.
There is a 72 hour cooling off period from the date of the signed quote, should you wish to not proceed. After this 72 hour period the signed quote is a binding agreement to proceed and you agree to make the required deposit payment within 10 working days. Star 3 Media may terminate your account at its sole discretion in the event of serious breaches of the law or for activity not considered ethical by our company standards at its sole discretion. Upon the client signing this agreement the client agrees to forfeit all funds in relation to the account as no refund will be given & in the case of deposits being paid there will be no refund under any circumstances.
In the event the client terminates the agreement within the 72 hour cooling off period, a penalty fee of $250 + gst will be issued and is payable by the client to cover administrative fees. If the client terminates the agreement after the 72 hour cooling off period the deposit payment stated is required to be paid in full within 10 working days. Termination of the agreement by the client after the job has been started will result in the client being liable for the full amount invoiced, unless otherwise and agreement has been reached with the client by Star 3 Media.
Limitation of liability
Star 3 Media will not be responsible or liable, professionally or legally, for any pre-recorded, registered, patented, sounds, music, text, images & content copyrighted or otherwise that the client wishes to use on their website. The client agrees that the supply of all & any elements of text, graphics, photos, designs, trademarks, artwork or software for inclusion in the project is the clients responsibility & are free & available to be used by the client, or that the client has permission from the rightful owner to use each of these elements, & will protect, indemnify & defend Star 3 Media & its subcontractors from any liability (including attorney’s fees & court costs), including any claim or suit, threatened or actual, arising from the use of such elements furnished by the client. Whilst the utmost care is taken to ensure data security at all times Star 3 Media will accept no responsibility for any loss in data, security breaches, acts of God or third party interference. The client indemnifies Star 3 Media against any losses by the client resulting from any failure or non-availability of service including search engine rankings, positioning in the market, demand for the clients products or services, sales figures, delays, website functionality or statistics whether the service is externally hosted or not. This is at the sole risk of your company.
Star 3 Media will take all necessary & reasonable efforts to create a fully-functional website that is compatible for Microsoft® Internet Explorer versions 7/8 & Firefox version 3, but the Star 3 Media warranty does not extend wholly to all available browsers, resolutions, screen-sizes &/or platforms available or any requests Star 3 Media have advised against. Specific administration content management systems may be compatible for Microsoft® Internet Explorer versions 7/8 only, unless otherwise specified or requested, at which extra cost may be incurred. System requirements are PHP version 5.2.4 or greater, MySQL version 5.0 or greater, Apache web server. Viewing is best in recent versions of IE, Firefox, & Chrome is encouraged when viewing the website. The client agrees to provide full access to, hosting account information & authorizes the hosting service to provide Star 3 Media with ‘full access’ to the Client’s account, & any & all other programs needed for the completion of the project.
All clients who sign a Web Star Package will have 12 months free hosting included. Once a Web Star Package website is completed it will be automatically uploaded to the Star 3 Media servers. If the client chooses to host elsewhere then it is the client’s responsibility to ensure all running requirements are met by their hosting provider. System requirements for hosting are PHP version 5.2.4 or greater, MySQL version 5.0 or greater, Apache web server (recommended) the mod_rewrite Apache module. Whilst Star 3 Media endeavours to make all website design as friendly as possible we cannot guarantee that the website will work outside of our development/production environment as if the website is hosted with a 3rd party Star 3 Media has no control over the website. All websites developed by Star 3 Media and hosted by a 3rd party will be either zipped and sent to the client or uploaded to the ftp details provided by the client. Once Star 3 Media has delivered the completed website Star 3 Media is not responsible for any ongoing hosting support if the website is hosted by a 3rd party. Any additional work carried out on behalf of the client by Star 3 Media may result in additional charges.
Star 3 Media reserves the right to assign any employee, subcontractor or casual labour to this project to ensure that the terms of this agreement are met as well as on-time completion. Unless otherwise specified, all coding, database, design, artwork & equipment stated or inferred in the quote/invoice or attached proposal will remain the property of Star 3 Media. Star 3 Media retains the right to display graphics & other design elements as examples of their work in their respective portfolios & display the Star 3 Media logo & hyperlinks on the client’s website. Photos, graphics, source code, work-up files, & data are specifically not transferred to the client, but may be retained by Star 3 Media unless return is specifically requested by their respective owners, in which case the owner may incur added costs in the transfer & return of such items. Basic .Net open source software cannot be owned or sold by Star 3 Media, however all other code that has been customised & developed manually for the client will always remain the sole property of Star 3 Media. All work in progress &/or completed work remains the sole property of Star 3 Media until outstanding monies for said projects have been paid in full and may be retrieved at any time. The client will retain the ownership of the site in its design & electronic form but not the intellectual property or code on which it is built.
All deposit payments must be paid within 10 days of the date of the generated invoice, otherwise an administrative fee of $250 may be charged. All clients agree to the following payment terms (website) 50% deposit & 30% installment when website is cut and test link sent to client, then 20% final payment of invoice on completion of job. Final payment required for website to go live. (design & print) 50% deposit then 50% final payment of invoice on completion of job. Final payment required for print jobs to be released. Failure to comply with these terms will result in projects not being scheduled or completed. Star 3 Media reserves the right to ‘switch off’ the website due to non-payment of any outstanding monies related to the website at anytime & reserves the right to cease work on, remove or disable any project until the required payment is made. If debt collection proves necessary, the client agrees to pay all fees (including all attorney’s fees & court costs) incurred by that process. Star 3 Media retains the right to charge a processing fee for any fees including bank fees that are incurred during the processing of your account; this includes fees for dishonoured cheques & credit card processing levy’s. Star 3 Media reserves the right to levy additional charges for concept redesigns beyond the initial concept design.
Star 3 Media will make all reasonable attempts to complete the project within the agreed time line. If the client does not supply Star 3 Media with all required materials for this project, such as content, within 2 weeks of the agreement date (or if the project stands idle for a period exceeding 2 months), unless prior arrangement has been agreed upon, the entire deposit amount of the agreement shall be retained by Star 3 Media as liquidated damages, an invoice will be issued for any work completed over & above the value of the deposit received & the contract shall become null & void. If the project is cancelled in writing by the client prior to this date an invoice will be issued for any work completed over & above the value of the deposit received, or a credit will be entered on the client account for the amount not including any work completed at the time the cancellation is received. Cancellation of the project for whatever reason at any stage following the acceptance of this agreement will incur costs to the value of time & elements expended up to & including the date of the cancellation. After 7 working days of the project being signed across to the client Star 3 Media will consider the project completed. Web site projects are hosted on the Star 3 Media test server, if a website project is not finalised within 6 months and is not due to Star 3 Media’s actions then the client will be liable to pay reasonable hosting costs or in the case of the client receiving free hosting within their agreement, the free hosting will commence.
Web Site Maintenance
In the case of Web site Design, allowance has been made for minor textual changes to web pages over a 7 day period following issue of the final invoice, up to an average of one hour for alterations & corrections. All contracted alterations & corrections following the 7 day period will be quoted & invoiced as variations on the original project. The sites structure & services described in the original quote are all based on the initial information provided by the client. During the development process further additions, changes may be suggested by any of the Star 3 Media staff members & be implemented subject to the approval of the client & at the client’s expense.
Annual CMS Fee
Star 3 Media charges an annual CMS fee that includes CMS Licensing, CMS and Module upgrades including bug fixes, website support for troubleshooting and maintenance and access to technical and/or training support. Support requests are lodged via email or through the Star 3 Media website. Advice will be given by telephone as to the action and checks to be carried out by you to troubleshoot the cause of failures. Support is only provided during normal business hours. Annual CMS fee is automatically included in every quote, if a client does not wish to have this annual fee, they must advise before the quote is signed. Website support for troubleshooting and maintenance is not provided free of charge to clients who do not have the Annual CMS fee.
Upgrades exclude software enhancements and fixes for custom-built modules specifically built for you or by you, unless otherwise specified. The Annual CMS fee is based on the CMS and programming component to your website and varies from website to website and is paid annually in advance.
Design and Variations
Concepts are designed based on the clients design brief given to Star 3 Media. Design changes not implemented during this initial concept approval stage or excessive changes may be subject to variation fee. Items not mentioned within this proposal will be considered variations. Changes to the concept that differ from the initial brief given to Star 3 Media will be charged accordingly. Once content is supplied to Star 3 Media, additional minor textual changes are permitted. (Grammar, spelling, punctuation and spacing)
Star 3 Media is not responsible for writing content for client websites – unless copywriting has been purchased. Content for websites must be provided by the stated milestone date. If content is not provided by the stated milestone date then Star 3 Media may copy and paste content from the clients existing website and the website will then be deemed completed.
SEO Package’s are automatically added to all website quotes. Clients can opt out of the SEO Package and this must be noted on signed quote. Clients are aware that by opting out of the SEO Package no optimization will be done on their website. The SEO Package will be billed monthly for a minimum of 6 months. Thereafter we require 30 days written notice for cancellation. SEO work will be carried out by Search Group. The Client acknowledges that Star 3 Media and Search Group has no control over the nature in which search engines index websites and rank a website based on key terms. Detailed inclusions of the SEO Packages can be obtained from Star 3 Media. Monthly billing will begin once the website built is sent live. Billing will be done through Search Group.
Star 3 Media offers 24 hours support for clients who host their website with Star 3 Media. This support is for issues relating to the hosting of the website only. Star 3 Media does not offer any other after hours support. Additional CMS training on the website will be charged, 1 hour is included and a CMS manual supplied. Star 3 Media does not offer support for emails on iPhones or Smartphones but instructions may be provided upon request.
All work carried out by Star 3 Media & any subsidiaries of Star 3 Media, whether onsite or in-house is done so in strict confidence. Relevant information is only passed to staff working on the project at the time. This Agreement shall be governed by the internal laws of the State of Western Australia. It is further understood & agreed that money damages may not be a sufficient remedy for any breach of this agreement by you & that the company shall also be entitled to specific performance as a remedy for any such breach. These remedies shall not be deemed to be the exclusive remedies for your breach of this agreement, but shall be in addition to all other remedies available at law or equity to the company.
Notwithstanding anything to the contrary contained in this contract, neither Star 3 Media nor any of its employees or agents, warrant that the functions contained in the project will be uninterrupted or error-free. The entire risk as to the quality & performance of the project is with the client. In no event will Star 3 Media be liable to the client or any third party for any damages, including, but not limited to, service interruptions or delays caused by Acts of God, third parties or any other circumstances beyond our reasonable control, any lost profits, lost savings or other incidental, consequential, punitive, or special damages arising out of the operation of or inability to operate this project, failure of any service provider, of any telecommunications carrier, of the internet backbone, of any internet servers, you or your site visitor’s computer or internet software, even if Star 3 Media has been advised of the possibility of such damages. Regardless of any application to the contrary, the operations of Star 3 Media are governed by the Laws of Western Australia, and any action instituted by the supplier against the client, &/or any action instituted by the client against the supplier, will take place under the Laws of Western Australia, & in the courts, (regardless of the amount) which are located in the City of Perth.