It is not necessary for any Client to have signed an acceptance of these terms and conditions for them to apply. If a Client accepts a quote then the Client will be deemed to have satisfied themselves as to the terms applying and have accepted these terms and conditions in full.
Please read these terms and conditions carefully. Any purchase or use of our services implies that you have read and accepted our terms and conditions.
Charges for services to be provided by iSmarts Web Development are defined in the project quotation that the Client receives via e-mail. Quotations are valid for a period of 14 days. iSmarts Web Development reserves the right to alter or decline to provide a quotation after the expiry of the 14 days.
Unless agreed otherwise with the Client, all website design services require an advance payment of a minimum of fifty (50) per cent of the project quotation total before the work is supplied to the Client for review, with the remaining fifty (50) per cent of the project quotation total due upon completion of the work, prior to upload to the server or release of materials such as passwords.
Website design services of one thousand (1000) AUD or less, require a payment of one hundred (100) per cent of the project quotation total before the work commences.
Payment for services is due by Electronic bank transfer, PayPal or Online Credit Card. Bank details will be made available on invoices.
- Client Review
ISmarts Web Development will provide the Client with an opportunity to review the appearance and content of the website during the design phase and once the overall website development is completed. At the completion of the project, such materials will be deemed to be accepted and approved unless the Client notifies ISmarts Web Development otherwise within ten (10) days of the date the materials are made available to the Client.
- Turnaround Time and Content Control
iSmarts Web Development will install and publicly post or supply the Client’s website by the date specified in the project proposal, or at the date agreed with Client upon iSmarts Web Development receiving initial payment, unless a delay is specifically requested by the Client and agreed by iSmarts Web Development.
In return, the Client agrees to delegate a single individual as a primary contact to aid ISmarts Web Development with progressing the commission in a satisfactory and expedient manner.
During the project, ISmarts Web Development will require the Client to provide website content; text, images, movies and sound files
- Failure to provide required website content:
ISmarts Web Development is a small business, to remain efficient we must ensure that the work we have programmed is carried out at the scheduled time. On occasions, we may have to reject offers for other work and enquiries to ensure that your work is completed at the time arranged.
This is why we ask that you provide all the required information in advance. On any occasion where progress cannot be made with your website because we have not been given the required information in the agreed time frame, and we are delayed as result, we reserve the right to impose a surcharge of up to 25%. If your project involves Search Engine Optimisation we need the text content for your site in advance so that the SEO can be planned and completed efficiently.
If you agree to provide us with the required information and subsequently fail to do within one week of project commencement we reserve the right to close the project and the balance remaining becomes payable immediately. Simply put, all the above condition says is do not give us the go-ahead to start until you are ready to do so.
NOTE: Text content should be delivered as a Microsoft Word, email (or similar) document with the pages in the supplied document representing the content of the relevant pages on your website. These pages should have the same titles as the agreed website pages. Contact us if you need clarification on this.
Using our content management system you are able to keep your content up to date yourself.
Invoices will be provided by ISmarts Web Development upon completion but before publishing the live website. Invoices are normally sent via email; however, the Client may choose to receive hard copy invoices. Invoices are due upon receipt. Accounts that remain unpaid thirty (14) days after the date of the invoice will be assessed a service charge in the amount of ten per cent (10%) of the total amount due.
- Additional Expenses
The client agrees to reimburse ISmarts Web Development for any additional expenses necessary for the completion of the work. Examples would be the purchase of special fonts, stock photography etc.
- Web Browsers
ISmarts Web Development makes every effort to ensure websites are designed to be viewed by the majority of visitors. Websites are designed to work with the most popular current browsers (e.g. Firefox, Internet Explorer 8 & 9, Google Chrome, etc.). The client agrees that ISmarts Web Development cannot guarantee correct functionality with all browser software across different operating systems.
ISmarts Web Development cannot accept responsibility for web pages that do not display acceptably in new versions of browsers released after the website have been designed and handed over to the Client. As such, ISmarts Web Development reserves the right to quote for any work involved in changing the website design or website code for it to work with updated browser software.
Accounts unpaid fourteen (14) days after the date of invoice will be considered in default. If the Client in default maintains any information or files on ISmarts Web Development’s Webspace, ISmarts Web Development will, at its discretion, remove all such material from its web space. ISmarts Web Development is not responsible for any loss of data incurred due to the removal of the service. Removal of such material does not relieve the Client of the obligation to pay any outstanding charges assessed to the Client’s account. Clients with accounts in default agree to pay ISmarts Web Development reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by ISmarts Web Development in enforcing these Terms and Conditions.
Termination of services by the Client must be requested in a written notice and will be effective on receipt of such notice. E-mail or telephone requests for termination of services will not be honoured until and unless confirmed in writing. The Client will be invoiced for design work completed to the date of first notice of cancellation for payment in full fourteen (14) days.
All ISmarts Web Development services may be used for lawful purposes only. You agree to indemnify and hold ISmarts Web Development harmless from any claims resulting from your use of our service that damages you or any other party.
- Copyright & Licencing
The Client retains the copyright to data, files and graphic logos provided by the Client, and grants ISmarts Web Development the rights to publish and use such material. The Client must obtain permission and rights to use any information or files that are copyrighted by a third party. The Client is further responsible for granting ISmarts Web Development permission and rights for use of the same and agrees to indemnify and hold harmless ISmarts Web Development from any and all claims resulting from the Client’s negligence or inability to obtain proper copyright permissions. A contract for website design and/or placement shall be regarded as a guarantee by the Client to ISmarts Web Development that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested.
Any design, production, copywriting, drawing, idea or custom code created for the customer by ISmarts Web Development, is licensed for use by the Client on a one-time-only basis and may not be modified, re-used, or re-distributed in any way or form without the expressed written consent of ISmarts Web Development.
ISmarts Web Development holds all licences for plugins, artwork produced or template designs used. The Client may request in writing from iSmarts Web Development, the necessary permission to use materials (for which iSmarts Web Development holds the licences) in forms other than for which it was originally supplied, iSmarts Web Development may, at its discretion, grant this. iSmarts Web Development reserves the right to charge the Client 50% more of the original cost of the template or artwork supplied.
ISmarts Web Development software codes (not including open source software) are copyrights of ISmarts Web Development. The codes can be handed over at an additional cost for use once all previous invoices are settled, on the condition that the codes are used only for use or modification for re-use for further development for the specified client or subsequent owners of that legal entity. Under no circumstance, the codes will be allowed to be used for re-selling or duplication purposes.
Websites running on WordPress CMS greatly depend on Plugins to be able to accommodate some of the custom requirements usually set forth by the Client. iSmarts selects these Plugins based on availability and the Client’s budget at the time of development. Third parties, out of iSmarts’ control, develop and maintain these Plugins. From time to time, some of these Plugins might become outdated/unsupported and thus need replacement in order for the Client’s website to remain current, functional and secure. iSmarts excludes itself, its Employees and/or Agents from all and any liability from losses that may result due to this. Furthermore, the Client will be responsible to cover the costs involved to replace the failing Plugin(s) and restore the website. iSmarts will work closely with the Client to replace the failing Plugin(s) and restore the Client’s website in the most efficient manner possible.
- Standard Media Delivery
Unless otherwise specified in the project quotation, this Agreement assumes that any text will be provided by the Client in electronic format (via e-mail, Dropbox or Google Drive) and that all photographs and other graphics will be provided electronically in .gif, .jpeg, .png or .tiff format. Although every reasonable attempt shall be made by ISmarts Web Development to return to the Client any images or printed material provided for use in the creation of the Client’s website, such return cannot be guaranteed.
- Design Credit
A link to ISmarts Web Development will appear in either a small type or by a small graphic at the bottom of the Client’s website. If a graphic is used, it will be designed to fit in with the overall site design. If a Client requests that the design credit be removed, a nominal fee of 10% of the total development charges will be applied. The Client also agrees that the website developed for the Client may be presented in ISmarts Web Development’s portfolio.
- Access Requirements
If the Client’s website is to be installed on a third-party server, ISmarts Web Development must be granted temporary read/write access to the Client’s storage directories which must be accessible via FTP. Depending on the specific nature of the project, other resources might also need to be configured on the server.
- Post-Placement Alterations
ISmarts Web Development cannot accept responsibility for any alterations caused by a third party occurring to the Client’s pages once installed. Such alterations include, but are not limited to additions, modifications or deletions.
- Development variations
Feedback and revisions may be included. Feedback can include the author’s corrections, minor styling issues, refinements to type sizes, colours, comments on how any transitions are working. Any feedback must be collated and delivered together. Additional corrections or draft revisions, outside those specified, will be classed as a variation and will be billed at a rate of $120/hr. Any ‘major’ changes, such as structural layout changes that vary significantly to the designs, will be identified and quoted at a rate of $120/hr (or $225/hr if required at priority), before development proceeds.
Works requested outside those described or changes requested after the site has been fully signed-off, will be quoted separately or charged at an ad-hoc hourly rate of $120/hr. This does not include fixes to bugs or technical issues (see Warranty Period).
- Development Copyright Ownership
Websites designed and developed by iSmarts carry years’ worth of experience in web design & code development.
Customised WordPress theme designs, features, plugins, solutions and technologies developed and implemented to accommodate unique and specific Client requirements not offered by widely available standard, ‘open-source’ solutions, templates and plugins, remain the intellectual property of iSmarts. These are released for use to the Client for the specific intended purpose (single website / single use licence), provided that hosting remains with iSmarts, for at least 2 years from the date of going live with the website.
Should the Client choose to take full control of the website and seek hosting elsewhere, they should sign an NDA with iSmarts, and pay a penalty fee.
Furthermore, upon taking full control of the website, the Client agrees that iSmarts’ watermark – informing website visitors that the website was created by iSmarts as well as providing them with a link to its website – usually featured within the footer of the website, shall remain there for the remainder of the website’s (theme) usage.
It is also in iSmarts’ discretion, to remove any proprietary customization, plugins and coding as needed, before handing over the website. Any left-over premium plugins must then be licensed to and paid for by the Client.
- Project delays and Client liability
The proposed timelines are contingent upon full cooperation of the Client, and receipt of complete and final designs and/or content for the website. During development, there may be questions or feedback required in order to progress to subsequent phases. A single point of contact is to be appointed from the Client-side, and made available in order to expedite the feedback process. Furthermore, incomplete content or content requiring alteration during the development phase can add delay to the project. iSmarts cannot be held to the agreed delivery date if the above conditions are not met. If the website development is delayed for more than 10 business days by the Client, or is halted indefinitely, iSmarts will invoice for completion of work to date where reasonable. If this occurs, additional costs may be imposed if the project is resumed at a later date.
Both parties agree, at all times, either during their cooperation period or during any other period before or after that, to never disclose to any person or entity, any confidential information related to either party’s business, affairs, operations or Clientele, without prior written consent from the affected party. Furthermore, both parties agree to take reasonable precautions so that such information will not be made available to third parties. Such information may include but is not limited to, customer details, accounting documentation, agreements, policies, pricing, marketing strategies, statistics, etc
- Online Marketing Agreements
All marketing agreements provided by iSmarts include One-Off tasks the cost of which is spread throughout the agreed period despite the fact that these tasks are completed at the beginning of the agreement period. In case an agreement is cancelled before the end of the agreed period, the Client is required to fully pay all of the pending amounts towards One-Off Tasks and at full price
- Online Ads Effectiveness
iSmarts cannot guarantee the effectiveness in any way, shape, or form, of ads running on third-party platforms. iSmarts will work closely with the Client and platform, to optimise as best as possible said ads, but has only partial control over the frequency, timing, demographics reached and impact these will have for the Client.
- Payments to Third-Party Marketing Platforms
Microsoft 365, Gsuite Subscription, Google Ads, Facebook Platform Ads, LinkedIn Ads & Mailchimp Subscription are all payable directly by the Client unless otherwise specified and agreed. It is the Client’s responsibility to settle these payments in due time so as to assure the unobstructed functionality of these services. iSmarts cannot be held liable for any and all related losses that may result due to unsettled balances between the Client and any Third-Party Platforms.
- Refund Policy
The Client will not receive a refund if they decide to stop working with iSmarts after having accepted a proposal / signed an agreement, provided down payment and work has commenced.
- Warranty Period
Any work carried out by iSmarts carries a one month warranty period where any bugs or errors discovered after the handover of the final staging site to the Client (e.g. for content population), will be fixed free of charge. It is the discretion of iSmarts whether any further bugs that arise after this date are fixed free of charge. Small tweaks to the website can also be made in this period free of charge. It is the discretion of iSmarts whether any tweaks can or cannot be covered under this warranty. After one month, iSmarts would be happy to discuss an ongoing maintenance agreement with the Client, which can be adapted to suit their requirements.
- Domain Names
ISmarts Web Development may purchase domain names on behalf of the Client. Payment and renewal of those domain names is the responsibility of the Client. The loss, cancellation or otherwise of the domain brought about by non or late payment is not the responsibility of ISmarts Web Development. The Client should keep a record of the due dates for payment to ensure that payment is received in good time.
These Terms and Conditions supersede all previous representations, understandings or agreements. The Client’s signature below or payment of an advance fee constitutes agreement to and acceptance of these Terms and Conditions. Payment online is an acceptance of our terms and conditions.
- Governing Law
This Agreement shall be governed by Australian/Victorian Law.
ISmarts Web Development hereby excludes itself, its Employees and or Agents from all and any liability from:
- Loss or damage caused by any inaccuracy;
- Loss or damage caused by omission;
- Loss or damage caused by delay or error, whether the result of negligence or other cause in the production of the website;
- Loss or damage to Clients’ artwork/photos, supplied for the site. Immaterial whether the loss or damage results from negligence or otherwise.
The entire liability of ISmarts Web Development to the Client in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the charges paid for the Services under this Agreement in respect of which the breach has arisen.
In the event any one or more of the provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the remaining provisions of this Agreement shall be unimpaired and the Agreement shall not be void for this reason alone. Such invalid, illegal or unenforceable provision shall be replaced by a mutually acceptable valid, legal and enforceable provision, which comes closest to the intention of the parties underlying the invalid,