Hipfish Enterprises Pty Ltd
ABN 87 993 738 532
Hipfish Enterprises Pty Ltd is in the business of providing marketing, printing, graphic design and website design and website development services for a fee.
Standard Terms & Conditions
These conditions, which are construed under Australian Law, are applicable to Hipfish Enterprises Pty Ltd (The Company) and should be read in conjunction with other documents and/or the correspondence comprising our offer. These documents are usually labelled Client Proposal and Client Services Agreement.
WHEREAS, the Client finds that the Company is willing to perform certain work as described herein & WHEREAS, the Client finds that Hipfish Enterprises Pty Ltd is qualified to perform the work, all relevant factors considered, and that such performance will be in furtherance of the Client’s business. Client desires to engage Hipfish Enterprises Pty Ltd to render, and Hipfish Enterprises Pty Ltd desires to render to Client, certain services, as set forth in the Client Proposal/Quotation.
On acceptance of a quote, Client Agrees to engage Hipfish Enterprises Pty Ltd to render, and Hipfish Enterprises Pty Ltd agrees to render to Client, certain services in connection with Client’s design, branding and marketing of Client’s business.
For any accepted quote, Hipfish Enterprises Pty Ltd will create, prepare and submit to Client for its approval up to two concepts, one major set of changes and one minor set of changes, unless otherwise specified in the Proposal/ Quotation.
The Proposal/ Quotation states that certain materials need to be supplied by the client namely:
• All relevant images supplied individually as jpgs, tiff, ai, eps files in the format they are required to be used and with clear & relevant file names. To be supplied digitally or on CD or DVD disc.
• All relevant content as final wording to be used ( text in editable file type i.e. word / notepad )
• Website Domain & Hosting details if not supplied by Hipfish Enterprises Pty Ltd ( password/logins )
• Database contacts or Email addresses to be supplied as CSV files
• Initial version work for design commences after materials are received. All dates shall be delayed by the number of days by which the Materials Supplied by the Client are late.
The Client must ensure they have the full legal right to use any material supplied to Hipfish Enterprises Pty Ltd. Hipfish Enterprises Pty Ltd take no responsibility for any material supplied that may infringe on another party’s copyright law, or may be in breach of the Spam Laws or any other law.
1. The Contract for all forms of graphic design and web based services (Supplies) are based on the conditions herein.
2. A twenty to fifty per cent deposit is required prior to the start of the project. (figure – at the discretion of The Company)
Dependant upon the project, Interim payments may be invoiced. Final Invoice to be paid prior to sending to print or delivery of the completed project or prior to a website going ‘live’.
2a. For more complex / multi jobs, we request 50% deposit plus retainer payments in the amount of AU$1000.00 per month, starting one month after the deposit payment, until the work is complete, when the Final Payment will be due. Rate or billing adjustments shall be credited or charged to Client on the next following regular invoice date or as soon as otherwise practical.
3. The Client shall be responsible for payment for all Supplies at the order of The Company or any other person acting on behalf of the Client. Such order may be by purchase order, written request or verbal request.
The Client shall pay Hipfish Enterprises Pty Ltd on an hourly basis for services provided hereunder. The rate will be determined by the type of services provided and the person or persons providing such services, but in no event shall the rate exceed AU$250+ GST per hour.
4. Accounts will be rendered either monthly as the work proceeds or in stage payments if previously agreed. Payment of all accounts and invoices without retention or discount is required within seven days from the date of invoice, interest being chargeable on overdue accounts at 2% per month above the Average Lending Rate of the ANZ Banking Corporation with an additional $25 per month handling fee.
a. The Company will issue one statement only for each invoice submitted.
b. Unpaid invoices will bring about automatic suspension of any Supplies by The Company, 30 days after invoice date.
c. The Company cannot be held liable for any loss of business resulting from the termination of any accounts.
d. The Company cannot be held liable for any potential future loss of business resulting from the termination of any accounts.
e The Company cannot be held liable for any loss of business resulting from the termination of any Supplies.
f. Not withstanding delivery of Supplies to the Client the title in the Supplies will remain with The Company until the price thereof has been paid in full to The Company provided that the risk of loss or damage to the Supplies will pass on to the Client upon delivery.
g. The Client acknowledges that it shall be in possession of the Supplies solely as bailee for The Company until payment of the price in full to The Company. If payment is not made pursuant to the terms of this agreement, The Company (or its nominated agent) may, without prejudice to any of its rights, retake possession of the Supplies, as its own property and for this purpose the Client irrevocably licenses The Company (and its agent) to enter upon the premises of the Client.
h. In the event that the Supplies are resold or distributed by the Client before the Client has paid all monies due to The Company in respect of those Supplies, the entire proceeds from such resale shall be held by the Client in trust for The Company and the Customer shall apply such proceeds for payment of the said monies due to The Company.
i. REJECTION/CANCELLATION OF PROJECT
The client shall not unreasonably withhold acceptance of, or payment for, the project. If, prior to completion of the project, the client observes any non-conformance with the design plan, the designer must be promptly notified, allowing for necessary corrections. Rejection of the completed project or cancellation during its execution will result in forfeiture of deposit and the billing for all additional labour and expenses to date. All elements of the project must then be returned to the designer. Any usage by the client of those design elements will result in appropriate legal action. Client shall bear all costs, expenses, and reasonable attorney’s fees in any action brought to recover payment under this contract or in which Hipfish Enterprises Pty Ltd may become a party by reason of this contract.
j. COMPLETION OF PROJECT
Any alteration or deviation from the Proposal/Quotation involving extra costs will be executed only upon approval with the client. Any delay in the completion of the project due to actions or negligence of client, unusual transportation delays, unforeseen illness, or external forces beyond the control of Hipfish Enterprises Pty Ltd, shall entitle Hipfish Enterprises Pty Ltd to extend the completion/delivery date, upon notifying the client, by the time equivalent to the period of such delay.
5. Any offer will remain open for acceptance for a period of 30 (thirty) days from the date of our contractual estimate/quotation. If, for any reason, The Company is not permitted to commence the work within 30 (thirty) days of acceptance of our offer, we reserve the right to re-negotiate.
6. Any claims in respect of Supplies must be made within seven (7) days of delivery of the goods and in this respect time shall be of the essence. No returns will be accepted unless authorised by The Company in its sole discretion (conditionally or otherwise) in advance.
7. Any rates quoted, or standard schedules included, relate to works within Australia unless specifically stated to the contrary.
8. Reports, drafts and all other records provided by The Company are private and confidential between the Client and The Company and they may not be used or relied upon by any other party without the prior consent of The Company. Liability to any third party for any reason is specifically excluded unless separately agreed in writing.
9. Title in the Supplies together with all the information contained therein and all data generated under the Contract, between The Company and the Client, shall remain vested in The Company until the Client has discharged all its obligations to The Company. Discharge of obligations to the company does does not discharge copyrights or intellectual
property from The Company. Liability to any third party for any reason is specifically excluded unless separately agreed in writing.
10. Notwithstanding Condition 7 above, copyright and all intellectual property rights in the Supplies prepared by The Company for the Client, shall remain vested in The Company unless otherwise negotiated.
11. All Supplies created for the Client by The Company are assigned a license of use. This license of use cannot be transferred to another 3rd party unless otherwise separately stated by The Company.
12. Under no circumstances shall The Company be liable to the Client for an indirect or consequential loss suffered by the Client relying on the information included in the Supplies prepared by The Company including (without limitation) loss of profit, loss of Contracts or pure economic loss. Any liability is strictly limited to the direct losses associated
with remedial costs of the Supplies only, not to include claims for delays, out of sequence working, non productivex overtime, award of costs, etc. Liability to any third party for any reason is specifically excluded unless separately agreed in writing.
13. Where the Client intends to use any Supplies or information provided by The Company, or any Supplies andx information becomes involved in litigation then the Client will both advise The Company in writing and seek the approval prior to using the report. The Company reserves the right to refuse to provide documents for use in litigation.
14. The total liability of The Company is to the Client only whether as to specie, quantum or duration of liability, no other obligations are to be implied into the Contract, whether as to the giving of bonds, warranties, or guarantees unless expressly detailed therein. Liability to any third party for any reason is specifically excluded unless separately
agreed in writing.
15. The Company will use all reasonable endeavours to meet quoted completion dates. However, time is not the essence of the Contract and The Company will not be liable in cases of late reporting, however, caused, nor shall lateness be deemed to be a breach of Contract or an act of negligence.
16. Changes to any Supplies completed (Authors’s corrections) or part completed requested by the client or any other> part beyond our control, will be charged to the Client on a time basis at no more than $250 (Two hundred and fifty dollars Australian) per hour + GST.
17. Unless specifically stated, our price does not include for any costs or services which may be required from other Consultants, should other Consultants be required the client shall bear the net costs of such.
18. Unless specifically stated, all prices are exclusive of GST (Goods and Services Tax).
19. In the event of any mistakes by any third party suppliers engaged on your behalf, Hipfish Enterprises Pty Ltd cannot be held responsible but will endeavour to work with the supplier to have any mistakes rectified as quickly as possible. Hipfish Enterprises Pty Ltd cannot be held responsible for any delays this causes.
20. PRINTING:- There are two types of printing available – Regular and High Quality Pantone. Only High Quality Pantone printing guarantees an absolute colour match. Unless otherwise stated all print quotes are for Regular printing which means there can be slight colour variations to the finished goods.
REPRODUCTION OF WORK
One-time reproduction rights for the specified project, at the agreed fee, are granted to the client. Any other usage must be negotiated. Hipfish Enterprises Pty Ltd retains all reproduction rights on the copyrighted work. The work may not be reproduced in any form without consent from Hipfish Enterprises Pty Ltd. Hipfish Enterprises Pty Ltd retains rights to use the completed project and any preliminary designs for the purpose of design competitions, future publications on design, educational purposes and the marketing of the designer’s business. Where applicable the client will be given any necessary credit for usage of the project elements.
‘Hipfish’ retains its created IP ( graphics, design, web coding, online functionality creations) as used online or within websites. A usage Agreement and fee will be payable for the transfer of a completed website away from Hipfish Enterprises Pty Ltd.
In Agreement to have Hipfish Enterprises Pty Ltd provide a website, you agree to indemnify and otherwise hold harmless Hipfish Enterprises Pty Ltd Enterprises Pty Ltd, the author, its officers, employers, employees, agents, subsidiaries, affiliates and other partners from any direct, indirect, incidental, special, consequential or exemplary damages arising out of, relating to, or resulting from your use of the website or any other matter relating to the website.
You agree to use all Hipfish Enterprises Pty Ltd services and facilities at your own risk. Hipfish Enterprises Pty Ltd specifically disclaims all warranties of merchantability and fitness for a particular purpose. In no event shall Hipfish Enterprises Pty Ltd be liable for any loss, or loss of data, or other commercial damage, including but not limited to special, incidental, consequential or other damages. Customer agrees that it shall defend, indemnify, save and hold Hipfish Enterprises Pty Ltd harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney’s fees asserted against Hipfish Enterprises Pty Ltd, its agents, its customers, officers and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by customer, it’s agents, employees or assigns.
Customer agrees to defend, indemnify and hold harmless Hipfish Enterprises Pty Ltd against liabilities arising out of:
Any injury to person or property caused by any products sold or otherwise distributed in connection with Hipfish Enterprises Pty Ltd ;
Any material supplied by customer infringing or allegedly infringing on the proprietary rights of a third party;
Any defective products sold to customer from Hipfish Enterprises Pty Ltd.
Hipfish Enterprises Pty Ltd shall be the sole judge of what violates this Policy.
Hipfish Enterprises Pty Ltd does not guarantee that its security procedures will prevent the loss of, alteration of, or improper access to your information. Hipfish Enterprises Pty Ltd and its officers, are not responsible for invalid destinations and transmission errors in, corruption of, or the security of your information carried over various carriers such as interexchange carriers, local exchange carriers, or other providers facilities.
All services provided by Hipfish Enterprises Pty Ltd may be used for lawful purposes only. Transmission, storage, or presentation of any information, data or material in violation of any United States or Australian Federal, State or City law is prohibited. This includes, but is not limited to: copyrighted material, trademark, intellectual property, material we judge to be threatening or obscene, or material protected by trade secret and other statute without proper authorization. The subscriber agrees to indemnify and hold harmless Hipfish Enterprises Pty Ltd from any claims resulting from the use of the service which damages the subscriber or any other party. Pornography and sex-related merchandising is prohibited on all Hipfish Enterprises Pty Ltd servers. This includes sites that may infer sexual content, or links to adult content elsewhere. Hipfish Enterprises Pty Ltd will be the sole arbiter in determining violations of this provision.
Also prohibited are sites that promote any illegal activity or present content that may be damaging to Hipfish Enterprises Pty Ltd servers. Links to such materials are also prohibited.
Examples of unacceptable content or links –
Hacker programs or archives
File storage: Only web site files may be stored on our servers. Storage of unrelated files is not permitted.
Hipfish Enterprises Pty Ltd does not host sites of its competitors or web pages promoting sites of its competitors.
Any illegal activity, including adult content, links to adult content web sites, spamming or hacking will result in your site being shut down and all your files deleted without warning.
Hipfish Enterprises Pty Ltd will be the sole arbiter as to what constitutes a violation of this provision.
Full backups are made regularly. No guarantees are made of any kind, either expressed or implied, as to the integrity of these backups. Backups are made for server restoration purposes only.
Hipfish Enterprises Pty Ltd reserves the right to amend our Terms and Conditions at any time and without notice.
Any variations to these Standard Terms and Conditions must be in writing from Hipfish Enterprises Pty Ltd
Updated March 2014
1.3 Please note that we cannot and do not assume any responsibility for the privacy or security practices of any other web sites which you may be able to access through our site, or for our customers’ level of compliance with our code.
2. What Information Do We Collect?
Hipfish collects different information about you at different times. These are the broad categories of information that we collect from you:
2.1 Information we require to supply our services.
• When you first sign up or contract with Hipfish for our services, or when you make an inquiry about our services, we collect information such as your name, address, telephone number, domain name, email details of your primary and secondary contacts.
• We may also monitor and/or record telephone conversations with you from time to time in order to train staff and to improve our service to you.
2.2 Non personally identifying information.
• In addition to the information you specifically provide above, Hipfish operates statistics gathering software on its web site to collect information about the number of visitors coming to the site. No identifying information is collected by this software. The software records the IP address of the visitor only. We use this information to improve our own technical structure and performance, and to determine which areas of our web site are most popular.
2.3 Other demographic information.
If you respond voluntarily to our surveys or other interactive communications, we collect the responses and use the information to improve the quality and range of Hipfish’s products and services.
3. How Do We Use Personal Information We Have Collected?
3.1 We collect and use your personal information to operate our web site and deliver our services to you. We will use your personal information to provide you with: sales and technical support, billing and credit control, product upgrades and information, renewal notices, maintenance notices, system changes and other functions relevant to your services with us.
3.2 When you contract with Hipfish for our services or make enquiries of our services, you will be requested to provide your consent to us to send promotional material to you. You may stop the delivery or “opt out” of future promotional email from Hipfish by following the specific instructions in the email you receive. These instructions will tell you how to remove your name from our promotional email list.
3.3 We may use your personal information to:
• contact you in relation to upgrading your use of our services, special offers (from us, or on behalf of third parties), with newsletters, surveys, and individual service audits, or in response to any expression of interest we may receive from you in relation to our products and services;
• identify the source of new customers to Hipfish;
• monitor and address complaints, other feedback, and to resolve disputes;
• in the case of credit cards, to bill you for services;
• in the case of ABNs, to verify your identity;
• maintain a technical and account history of your dealings with us,
• comply with our reporting and other obligations to third party suppliers and licensors (such as reporting to software suppliers the number and identity of software licenses we have issued as part of our products and personal information required by the provider of digital certificates);
• comply with our obligations as a domain name reseller, via our registrar, to make available your personal information on the publicly accessible WHOIS domain name database.
3.4 We will treat all information we collect from you as strictly confidential. Hipfish does not rent or lease its customer lists to third parties. We will not reveal, disclose, sell, distribute, rent, licence, share or pass onto any third party (other than those who are contracted or supply services to Hipfish including of spam filter operators) any personal information that you may have provided to us unless we have your express consent to do so, other than in the circumstances set out in the next paragraph.
3.5 We will disclose your personal information, without notice or your consent, only:
• if we are required to do so by law or in the good faith belief that such action is necessary to conform with the laws, applicable code of conduct or legal process served on us in relation to our business or web site;
• to protect and defend the rights or property of Hipfish;
• if we consider it necessary to do so in order to enforce or apply the terms of any of our agreements with you;
• to contractors providing licensed collections services, credit card payment processing and CRM services, who comply with our privacy and security policies;
• if we sell our business or part of it; and
• in extreme circumstances, to protect the personal safety of users of Hipfish services, its web site, our staff or the public.
4. Disclosure of your information to third parties
Hipfish Creative is part of the Hipfish Enterprises Pty Ltd group of companies Any information which you supply to Hipfish will be shared within the internal company group to facilitate our provision of products and services to you. Each member of the Hipfish Enterprises Pty Ltd group of companies is committed to protecting your personal information. such as:
• the distribution of marketing information to you (except where you have chosen to opt out of receiving this information from us);
• the supply of domain name services, website design, SEO and other services (providers in Australia);
• support services
• Our relationships with any third party service providers are governed by our contracts with them. Those service contracts contain privacy and confidentiality provisions which are consistent with the Australian Privacy Law obligations.
5.1 Hipfish Enterprises Pty Ltd has implemented security features in our database to protect your personal information from unauthorised access. We maintain our servers in a controlled, secured environment. Only staff who need to have access to your personal information in order to perform their job function are authorised to access the database. Constant changes to the Internet and technology mean that we cannot guarantee that data transmission will be 100% secure, or safe from attack by unauthorised intruders.
5.2 In order to protect the security of personal information transmitted to Hipfish online, our web servers support the use of the Secure Socket Layer (SSL) Protocol where appropriate. Using this protocol, information transferred between our systems is encrypted.
6. Other Disclosure By You
6.1 You might provide personal information through your participation in chat sessions, email exchanges or newsgroups accessed via our web sites, or another service provided by Hipfish. This information is public and immediately available to anyone who has access to such a site; it is not private. Hipfish urges you to enter only information that you are comfortable to share with the public at large in this public domain.
6.2 You should never reveal your password to third parties. If you lose control of your password, you may lose control over your personal information and may be liable for actions taken on your behalf by third parties using your password and/or personal information. Therefore, if your password has been compromised for any reason, you should immediately change it.
6.3 If you collect personal information which you keep on servers provided by Hipfish as part of our service to you (including email), you alone are responsible for compliance with the Privacy Act 1988 (Cth) in respect of that information. We take no responsibility for your dealings with personal information you collect.
8. Children’s Privacy
Hipfish does not knowingly collect, use or market any information to children without seeking parental or a guardian’s consent.
If you have a complaint about any aspect of our Privacy procedures, please contact our Privacy Officer on email@example.com We will deal promptly with your complaint. If we cannot resolve the complaint to your satisfaction within a reasonable time, you or we may refer the complaint to the Privacy Commissioner.
Hipfish Enterprises Pty Ltd
You will receive certain materials from Hipfish Enterprises Pty Ltd, either in the form of a ‘proof’ or as completed artwork. Hipfish Enterprises Pty Ltd owns the copyright in the overall selection, coordination, arrangement and enhancement of such ‘Materials’, and owns the rights in, or license of, the individual components of such content. Any ‘material’ commissioned by you may be used by you once it is in its completed form and as long as it remains unchanged from its original completed format.
Any materials supplied to you by Hipfish Enterprises Pty Ltd, including but not limited to, design, design elements, style, text, software, photos, video, graphics and audio, (collectively “Materials”) are protected by international copyright, trademark and other laws and remain the property of Hipfish Enterprises Pty Ltd and may not be copied, reproduced, republished, modified, uploaded, posted, transmitted or distributed in any way or decompiled, reverse engineered or disassembled, including but not limited to the design, style, text, images, audio and/or video.
You do not acquire any license, ownership or other rights to the Materials supplied to you by Hipfish Enterprises Pty Ltd. Modification of the Materials is a violation of Hipfish Enterprises Pty Ltd’s copyright, trademark, intellectual property rights and other proprietary rights and may violate other laws.
Hipfish Enterprises Pty Ltd
ABN 87 993 738 532
Please observe the logo style guidelines when using a logo created by Hipfish Enterprises Pty Ltd.
In order to preserve and protect a professional brand image, wherever the logo is used, consult the guidelines below:
This Style Guide is to ensure that consistency and professionalism is maintained wherever the brand image is used.
The logo is a unique trademark used to identify all properties, products, services, marketing and communication materials related to a company.
When using the logo:
Never alter the logo design in any way
Never distort or alter the shape of the logo
Never create the logo using an alternate font
Use the correct logo color combinations
Never use unapproved colored versions
A logo created by Hipfish Enterprises Pty Ltd is copyrighted to Hipfish Enterprises Pty Ltd. Hipfish Enterprises Pty Ltd warrants that the copyrighted work is owned solely by Hipfish Enterprises Pty Ltd. Hipfish Enterprises Pty Ltd as Licensor has the power and authority to grant a license to a company.
Hipfish Enterprises Pty Ltd
ABN 87 993 738 532
COPYRIGHT OWNER DETAILS
Copyright Owner Type: COMPANY
Name: Hipfish Enterprises Pty Ltd
Address:Shop9/37 Boddington Street, Mackay, Qld, Australia / www.Hipfish Enterprises Pty Ltd.com.au
Creator: The Creator of the Copyright Work is the Copyright Owner
COPYRIGHT WORK DETAILS
Copyright Work for: Company Name
Copyright Work description: Work Description i.e. Logo/Website
MORAL RIGHTS DETAILS
Creator`s right of attribution reserved: YES
Creator`s right of integrity reserved: YES
RIGHTS GRANTED: Work is copyrighted to Hipfish Enterprises Pty Ltd. Hipfish Enterprises Pty Ltd warrants that the copyrighted work is owned solely by Hipfish Enterprises Pty Ltd. Work does not infringe on the rights of any third party. Hipfish Enterprises Pty Ltd as Licensor has the power and authority to grant the license to Named Company. Work can only be used by Named Company (The Licensee) one time only, in the medium for which it was designed * (unless otherwise agreed in writing). Hipfish Enterprises Pty Ltd insists on a high quality standard of usage. Hipfish Enterprises Pty Ltd reserves the right to review and approve the usage.
Australia & International
* Logo: Company Logo is copyrighted to Hipfish Enterprises Pty Ltd. Hipfish Enterprises Pty Ltd warrants that the copyrighted work is owned solely by Hipfish Enterprises Pty Ltd. Company Logo does not infringe on the rights of any third party. Hipfish Enterprises Pty Ltd as Licensor has the power and authority to grant the license to Company . Company Logo can be used by Company (The Licensee) in any medium they require. Hipfish Enterprises Pty Ltd insists on a high quality standard of reproduction. Hipfish Enterprises Pty Ltd reserves the right to review and approve any new work incorporating the licensed material.