Welcome to Humming Web (“Company”, “we”, “our”). These Terms and Conditions (“Terms”) govern your use of our services, including SEO, Website Design and Development on Shopify and WordPress, Meta Paid Ads, Google Paid Ads, and Social Media Management Services (“Services”).
By engaging with our Services, you agree to these Terms. If you do not agree with any of these Terms, do not use our Services.
Service Description
- SEO Services: We provide comprehensive SEO services, including keyword analysis, on-page optimization, and link-building strategies to improve your website’s rankings.
- Website Design and Development: Our team designs and develops websites on platforms like Shopify and WordPress to ensure a seamless user experience and optimal performance.
- Meta and Google Paid Ads: We create and manage paid advertising campaigns on platforms including Meta (Facebook, Instagram) and Google Ads to drive targeted traffic to your site.
- Social Media Management: Our social media management services involve creating, scheduling, and managing content across various social media platforms to enhance your brand’s online presence.
Client Obligations
Clients must provide all necessary access, information, and documentation required for the Company to deliver the Services effectively. This includes but is not limited to, providing access to website admin panels, social media accounts, advertising platforms, and any other relevant resources.
Payment Terms
- Invoicing and Payment: All Services are billed every month unless otherwise agreed. Payments must be made in advance of service delivery unless stated otherwise in a service agreement.
- Late Payments: Any payment not received within 15 days of the due date will incur a late fee of 5%. Services may be paused or terminated for accounts that are 40 days overdue.
- Additional Costs: Any additional services, such as third-party tool subscriptions or ad spend, will be billed separately and must be paid within the terms specified on the invoice.
Termination
Either party may terminate the agreement at any time by providing 15 days written notice. Reimbursement for services rendered up to the termination date will be calculated on a prorated basis.
Refund Policy
1. SEO and Website Development Services
– No refunds will be provided once the Services have commenced, as these are customized to the client’s needs.
2. Paid Ad Campaigns
– No refunds will be provided for ad spend made to third-party platforms such as Meta or Google. Refunds for our management fees are available if services are canceled before the paid campaign is launched and provided that substantial work has not yet been initiated on the campaign.
3. Social Media Management Packages
– Full Refund: A full refund will be provided if our designer has not submitted any design to our portal (app.hummingweb.com.au).
– Partial Refund: After we have uploaded the first batch, which includes approx. 3 designs, only a half refund will be initiated. No refunds will be provided after the completion and submission of subsequent batches of designs or if the client has approved the initial designs.
Client Responsibilities
- Content Approval: Clients must review and approve content on time. Any delays in approval may affect the delivery schedule.
- Intellectual Property: Clients must ensure that they own the necessary rights to any content, images, or materials provided to the Company and that such content does not infringe on any third-party rights.
- Compliance: Clients are responsible for ensuring that their website, social media accounts, and ad campaigns comply with all applicable laws and regulations.
Confidentiality
Both parties agree to keep all confidential information received from the other party strictly confidential. Confidential information includes but is not limited to, business plans, customer data, financial information, and proprietary software.
Intellectual Property
1. Ownership: All intellectual property created by the Company as part of the Services, including but not limited to, website design, content, graphics, and ad creatives, will remain the property of the Company until full payment is received. Upon full payment, intellectual property rights will be transferred to the client.
2. Usage Rights: The client grants the Company a non-exclusive, royalty-free license to use their branding materials to provide the agreed Services.
Limitation of Liability
To the maximum extent permitted by law, the Company shall not be liable for any indirect, incidental, special, or consequential damages, or any loss of revenue, profits, or data, arising in connection with these Terms or the Services provided.
Indemnification
The client agrees to indemnify, defend, and hold harmless the Company, its affiliates, and their respective officers, directors, employees, and agents from any claims, liabilities, damages, losses, or expenses, including reasonable attorney’s fees and costs, arising out of or in any way connected with.
1. The client’s use of the Services.
2. Violation of these Terms: Any breach or alleged breach by the client of these Terms.
3. Third-Party Rights: Any claim that the work or materials provided to the Company infringe on the intellectual property rights or other rights of any third party.
4. Legal Compliance: Any content or materials provided by the client that violates any applicable laws or regulations.
Service Modifications
The Company reserves the right to modify or terminate any aspect of the Services at any time, with or without prior notice. Such modifications may include changes to the scope, pricing, or functionality of the Services. However, any substantial changes to the agreed scope of Services will be communicated to the client and require mutual agreement.
Force Majeure
The Company will not be liable for any failure or delay in the performance of its obligations under these Terms if such failure or delay is caused by circumstances beyond its reasonable control, including but not limited to natural disasters, war, acts of terrorism, labor disputes, government actions, Internet service failures, and other force majeure events.
Governing Law and Dispute Resolution
1. Governing Law: These Terms shall be governed by and construed by the laws of New South Wales, without regard to its conflict of laws principles.
2. Dispute Resolution: Any disputes, controversies, or claims arising from or relating to these Terms, or the breach, termination, or validity thereof, shall be resolved through amicable negotiations between the parties. If the dispute cannot be resolved through negotiation within 45 days, either party may submit the dispute to binding arbitration by the Local authorities’ rules in New South Wales. The decision of the arbitrator shall be final and binding on both parties.
Notices
Any notices required or permitted under these Terms shall be in writing and shall be delivered by hand, email, or certified mail, return receipt requested, to the other party at the address provided during the service engagement. Notices shall be deemed received:
1. Upon delivery if delivered by hand.
2. Upon receipt by the sender of an email receipt acknowledgment.
3. Three days after being deposited in the mail if sent via certified mail.
Entire Agreement
These Terms, together with any Service Agreement, constitute the entire agreement between the parties concerning the subject matter hereof and supersede all prior discussions, agreements, or understandings of any kind.
Amendments
The Company reserves the right to amend these Terms at any time. Any amendments will be communicated to the client via email or through an announcement on the Company’s website. Continued use of the Services following such amendments will constitute acceptance of the revised Terms by the client.
Severability
If any provision of these Terms is found to be invalid, illegal, or unenforceable for any reason, such provision shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions.
Waiver
No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or condition or any other term or condition, and any failure to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.
Contact Information
For any questions or concerns regarding these Terms or the Services, clients may contact the Company at:
Humming Web
Suite 105, 30-34 Churchill Ave
Strathfield, NSW 2135
[email protected]
Acknowledgment
By engaging in our Services, you acknowledge that you have read, understood, and agreed to be bound by these Terms and Conditions.
