DigiBit Media Terms of Service
We aim to keep our Terms of Service uncomplicated and easy to understand. The following definitions on this page: “you” and “your” refers to you, the person accepting these Terms of Service; “we”, “our” and “us” refers to DigiBit Media and all of its employees; “parties” refers to you and us; “project” refers to our services provided to you under these Terms of Service. These Terms of Service are subject to change and your continued use of our services following any changes will constitute your acceptance of those changes.
When you complete our Customer Details Form, you are agreeing to these Terms of Service outlined on this page. Please read this page carefully as it will form a legally binding contract between the parties. If you have any questions about these Terms of Service, please contact us prior to filling in our online Customer Details Form.
If you are dealing with us on behalf of a company or trust, then you agree that you have the power and ability to enter into this contract on its behalf and all officeholders of that company or trust are jointly and severally liable. If a third party is nominated as the recipient of our services, or where a third party is addressed on the invoice, then you will remain liable. This liability cannot be transferred by you.
DigiBit Media Fees
In order to gain an insight into your business and new website requirements, we provide up to 30 minutes of free consultation time to assess if we are a good fit working together. This is also a great opportunity to pick the brain of a WordPress expert, especially if you are unclear on your exact requirements, and we will guide you through best practice website design and integrations to suit you. One free consultation is available per client, not per project.
After the initial consultation, if you continue to use our services, you will be deemed to have accepted these Terms of Service and will have created a legally binding contract between the parties.
After the initial consultation, we charge for all services based on time spent, in 1 minute increments. This includes time spent on web design/development, meetings, project management (including planning & estimates), revisions and support via phone or email, troubleshooting, and developing or researching methods and tools directly related to your project or website.
Items which will never be considered billable time include:
Administration and account enquiries
Any time spent by our Developers up-skilling to keep up to date with current WordPress technology or trends.
In providing an exceptional level of transparency and client service, we will always:
provide you with a project Time Estimate based on your initial website brief – this will include all design and development work, pages and inclusions as discussed during the website brief, or as outlined in the Project Proposal
use a time tracking tool to ensure the most accurate and efficient service to you
advise you if we expect to exceed the estimated time
provide honest advice on how best to get the most out of your website if you have a limited budget.
Payments, Pricing and Billing by Time Spent
All services carried out by us will be billed at AUD $107 inc GST per hour. You will be billed for our time spent on any billable tasks prior to the acceptance of these Terms of Service, except for the initial consultation we provide for new project websites.
Unless expressly advised, all fees estimated are exclusive of (as applicable) domain name registration, Google advertising, website hosting, stock images, WordPress plugins/Themes, international exchange rates or other third party expenses, which will be on-charged to you. In the case of provision of services which require expenses to be incurred by us, we may require you to pay the amount for such third party services up front prior to provision of those services.
New Website Projects: A deposit will be requested for new website builds in order to secure the proposed dates for your project. The deposit will be 10% of the estimated total cost of your project, or $400, whichever is higher. We will not be able to secure your dates until the deposit has been paid. This is to ensure that our Projects run on time. You will be invoiced periodically during your new Website Build, generally as a new milestone is reached – this will be communicated with you throughout your project. Project Part Payments are due upon being issued.
General Support / Small Project Invoices: We will issue you with an invoice for the work carried out by us. It is at our discretion the dates that Invoices are issued for billable time, even if the services for your project or request are not yet complete. Your Invoice will show daily costs with a brief summary of tasks performed. For a more detailed description of daily services rendered, we recommend you keep your own records of the time spent and topics covered when talking to a DigiBit Media Developer.
You agree that payment will be made upon receipt of an invoice issued by us by the due date. We accept direct deposit via bank account and credit card payments attract a 1.75% (inc GST) surcharge which is applied on your next invoice.
We may suspend further work until payment of any invoices issued to you are paid, without liability. We reserve the right to suspend or cancel a DigiBit Media Client Account, where there is a history of bad debt or where we feel we are not best placed to assist with your ongoing support requirements, without liability. We will not hand over completed works until payment of invoices issued to you are received in full.
To give your project the attention it needs, we will work with you to determine a start and end date for your project. We are often booked out weeks in advance for large projects, so the sooner you provide instructions to us the better! Any timeframes given are an estimate only. You acknowledge that there may be unforeseen circumstances from both parties, that may delay the completion of the project for which we will not be liable.
You will inspect the delivered project (or part thereof) immediately upon delivery. You will check grammar, spelling, graphics and functionality. It is your responsibility to notify us of any errors within 5 business days of delivery, failing which it will be deemed that you have accepted completion of the project (or part delivered).
We include allowances for revisions as part of your website project estimate. The time allocated for revisions is based on the complexity of your original website brief and scope. Any additional time required by us to effect revisions beyond our estimate, will be charged at our standard hourly rate (in addition to the estimated number of hours required at commencement of the project).
In the event that you request to expand or reduce the scope of the project (“Variation”), such Variation may reduce or incur additional cost, which we will advise you. Any agreed Variations will be subject to these Terms of Service.
Rights to the Website Content
With the exception of our intellectual property, and Background Technology, upon payment in full of all our invoices relating to the project, we grant you a non-exclusive perpetual, licence to use the website (including any text, music, sound, photos, video, graphics, data, or software). This licence confers no title or ownership in any associated software or source code relating to the website or the project generally. You own all content or information. Any scripts, cgi applications, php scripts, or software (unless specifically agreed) written by DigiBit Media remain the copyright of DigiBit Media and may only be commercially reproduced or resold with our prior written permission.
This provision survives termination of these Terms of Service.
Credit for Work
You hereby grant to us the right and license to refer to your business name/logo and use screenshots of your website solely for the purpose of promoting DigiBit Media.
This provision survives termination of these Terms of Service.
You acknowledge that our ability to deliver the project by the End Date is dependent upon your full and timely cooperation with us, as well as the accuracy and completeness of any information provided.
You will provide us with access to and use of all information, data, documentation, deemed necessary by us to meet our obligations under these Terms of Service. You will appoint a representative who will provide professional and prompt liaison with us, have the necessary authority to commit you, be available upon reasonable notice given by us and resolve any issues relating to the project.
You will be responsible at all times for the supervision, management and control of the project and any results obtained from the project, including without limitation all responsibility for maintenance of audit controls, operating methods, error detection and recovery procedures, back-up plans, security, insurance, maintenance and all other activities necessary to enable you to use the website.
If you fail to supply any information, instructions, materials or facts that prevent the delivery of the project, we may invoice you for any works undertaken in relation to the project (whether or not completed).
You are responsible for ensuring you regularly backup your website and IT systems. We will not be responsible for any loss of data or errors which may occur., outside of our own staging sites.
You acknowledge that we do not warrant:
(a) that the operation of the website will be uninterrupted or error-free or conforms to any reliability or performance standards;
(b) that the website will be compatible with future products or those of other parties;
(c) merchantability and fitness for a particular purpose;
(d) any services or goods supplied by a third party;
(e) that the website will be free of viruses or will be secure;
(f) the outcome and effect of the project on your business success, regardless of an increase, decrease or stagnation;
(g) any defect or non-conformance resulting from:
– unauthorized, improper use or modification of the website;
– breach of your Obligations under these Terms of Service;
– forces beyond our control including but not limited to fire, power surge or viruses.
Any services provided by a third party supplier will be the subject of such third party supplier’s terms and conditions and any warranties provided. You must comply with such third party terms and conditions.
You agree to provide us with all required website text copy. We are not responsible for writing or inputting any text copy unless this has been specifically requested. Any licensed media or technology required for your website will be provided by you. Any images provided by you must be royalty free, or have the necessary permissions to use those images. You will indemnify us in relation to any claims, including legal costs, in the case that there is an allegation of infringement of copyright in relation to any intellectual property provided by you.
DigiBit Media Intellectual Property
We retain the right to be recognised for the artwork, custom code or innovations created by us relating to the project. We shall be free to reproduce and create derivative works from any design element from your website created by us. We shall be free to use any concepts or techniques acquired during the development of your website. This provision survives termination of these Terms of Service.
We shall make every effort to ensure that your website is designed to work with the Chrome Internet Browser current release (at the time of delivery of the project), and you agree that we cannot guarantee correct functionality with other Internet browser software. You agree that any updated software versions of Internet browsers after delivery may affect the functionality and display of your website. We are not obligated to maintain compatibility with these browsers. We cannot accept responsibility for any losses incurred due to malfunction, the website or any part of it.
Search Engine Rankings
If the project includes search engine optimisation (SEO), we will use our best efforts and accepted standards to improve your SEO ranking. However we do not guarantee results given we cannot control changes in policies of Google, algorithms, indexing of search engines and results may vary according to your hosting, website history, industry, popularity of terms, spontaneous drops or other anomalies outside our control. We will not use any methods that contravene official Google best practices or guidelines.
Termination of Website Project
These Terms of Service will continue in force until:
(a) completion of the project and payment in full of all invoices relating to the project, except in the case that we continue to provide you with ongoing Services (see Maintenance & Support below) in which case such Services will be subject to these Terms and Conditions;
(b) notice in writing by us if you are in material breach of your obligations contained in these Terms of Service and you fails to remedy such breach within 7 days of receipt of written notice by us which specifies such breach;
(c) notice in writing by us in the absence of mutual agreement regarding a change variation to the project;
(d) notice in writing if you fail to pay any sums due to us under these Terms of Service within 14 days of the invoice issue date; or
(e) by either Party if the other Party has a receiver appointed, or an assignee for the benefit of creditors or in the event of any insolvency or inability to pay debts as they become due by the other Party.
Upon termination of these Terms of Service by us, you will pay us for all amounts owing, charges and expenses incurred by us up to the date of termination within 7 days of termination and you will receive all work in progress for which you have paid.
WordPress Website Ongoing Support and Maintenance
We provide WordPress website support and maintenance, and is subject to these same Terms of Service (see additional Terms for ongoing Maintenance below).
During your website project, including for ongoing maintenance and support services we provide, either Party may receive or have access to Confidential Information. Confidential Information may be used by the receiving party only with respect to the performance of its obligations under these Terms of Service, and only by those employees of the receiving party who need-to-know such information for purposes related to the project. The receiving party shall protect the Confidential Information of the disclosing party by using the same degree of care (but not less than a reasonable degree of care) to prevent the unauthorised use, dissemination or publication of such Confidential Information, as a prudent business uses to protect its own confidential information of like nature.
The receiving party must not make improper use of the Confidential Information to gain directly or indirectly an advantage for itself or for any other person or to cause detriment to the other Party.
The obligations stated in this provision do not apply to any information which is already known by the receiving party prior to disclosure; publicly available through no fault of the receiving party; rightfully received from a third party without a duty of confidentiality; independent developed by the receiving party prior to or independent of the disclosure; disclosed under operation of law; or disclosed by the receiving party with the disclosing party’s prior written approval.
This provision survives termination of these Terms of Service.
You indemnify us from and against any liability or claim arising in relation to:
(a) the accuracy of all information provided by you to us;
(b) your breach of these Terms of Service;
(c) in the case the negligence or willful misconduct by you or any member of your personnel;
(d) the content of your website, including but not limited to viruses, computer codes, files or programs which are designed to limit or destroy the functionality of other computer software or hardware;
(e) having to re-do the work associated with the project as a result of the actions or omission by you or your agent;
(f) use of any intellectual property supplied by you.
This provision survives termination of these Terms of Service.
You agree that if any dispute should arise with us, attempts in good faith will be made to resolve the matter fairly before resorting to legal proceedings. In doing so, you agree to use your best endeavours to (i) Clearly communicate in writing the facts leading to or causing the dispute before the due date of the invoice (ii) Set out clearly what action is required to settle the dispute and (iii) Explain why that way of resolving the dispute can be said to be a fair resolution. In the event that an invoice is overdue, and no communication has been entered into, we will begin our debt collection process, which may result in registering a default judgment against you.
Limitation of Liability
We will not be liable for costs incurred, compensation or loss of earnings due to the failure to meet agreed deadlines. We will not be liable or become involved in any disputes between the website owner and their clients. We will not be liable for any costs incurred, compensation or loss of earnings due to the work carried out on behalf of the client or any of the clients appointed agents. We will not be liable for any costs incurred, compensation or loss of earnings due to the unavailability of the website, its servers, software or any material provided by its agents.
You acknowledge that this limitation of liability is an essential element of this agreement, and absent such a limitation, we would not enter into this agreement.
If there is a problem with the project which is our obligation, we may re-perform the services or provide a refund or partial refund in respect to the affected portion of the project.
To the extent that we are held legally liable to you, our liability is limited to direct damages for any claim based on a material breach of any term of these Terms of Service and capped at the amounts paid to us for the project and subject to these Terms of Service.
You acknowledge that you will use the website at your own risk and will indemnify us in respect to any claim relating to the website.
Nothing in these Terms of Service are intended to have the effect of contracting out of any applicable provisions of the Competition and Consumer Act 2010 (Cth) or any Fair Trading Act except to the extent permitted by such Acts.
This provision survives termination of these Terms of Service.
These Terms of Service contain the entire understanding of the parties as to its subject matter and there is no other understanding, agreement, warranty or representation whether expressed or implied in any way defining or extending or otherwise relating to these provisions or any of the matters to which this Agreement relates and may only be altered in writing and signed by all Parties.
Nothing in these Terms of Service will constitute or be deemed to constitute either a partnership between the Parties or the appointment of one Party as agent of the other. Neither Party has (and must not represent that it has) the right, power or authority to bind the other or to assume any obligation or responsibility, express or implied, on behalf of the other or in the other’s name.
If any provision of these Terms of Service is held invalid, unenforceable or illegal for any reason, these Terms of Service will remain otherwise in full force apart from such provision which will be deemed deleted.
These Terms of Service is governed by and is to be construed in accordance with the laws of the State of Victoria. Each party irrevocably and unconditionally submits to the non-exclusive jurisdiction of the Courts of Victoria and Courts entitled to hear appeals from these Courts.
The following Terms of Service only apply to clients on a DigiBit Media WordPress Maintenance Plan:
Overview of key DigiBit Media WordPress Maintenance Plan terms in this agreement
This is not a long term contract. You are not locked into a minimum term (refer to the “Termination & Ownership Transfer” section below)
Each Maintenance plan supports one website and domain, including any discounted support.
We will require a level of personal information so that we may perform our core functions as a service to you.
Maintenance Plan Support Discount
All maintenance plans come with a discount on all WordPress Support and development performed during the maintenance month. The total discount does not exceed the monthly fee for the maintenance plan.
Service Description and Authorisation
The DigiBit Media Maintenance Plans are designed exclusively for WordPress websites. The inclusions for each Maintenance Plan can be viewed on our website, and are only available for the website nominated during the account creation. By choosing and creating a Maintenance Plan account, you are engaging us as an independent contractor to perform tasks and other support services. In order to fulfil maintenance tasks, we will require authorisation and access to your WordPress database, files and hosting account.
Maintenance Task SLA
Scheduled Backups. Backups are stored on a secure Cloud Storage as prescribed by us. Only WordPress Core, Theme, Plugin, and Media files are stored. Only the relevant WordPress Database is stored.
Updates. Fortnightly and Monthly Core and Plugin Updates are scheduled and not on demand. We do not update Premium Themes and Plugins as part of the scheduled Maintenance. We only update Themes and Plugins available in the WordPress.org Repository. Premium Plugins and Premium Theme Updates are performed as an Ad-Hoc Support Request. If any issues arise due to the update process, then we will pro-actively fix these issues up to 30 minutes of support time at no extra cost to you. If any issues persist, we will roll-back updates and contact you for instruction.
Uptime and Security Monitoring. Our Security Technicians receive downtime and security breach notifications via SMS. We will contact you with a resolution or recommended next steps.
Optimisation refers to the removal of saved revisions, spam comments, and database table overhead.
Fees and Charges
Maintenance Plans are billed monthly in advance. Your Maintenance Plan will be invoiced within the first week of each month, including any additional support requests from the previous month, and showing any discounts as per your Maintenance Plan. Your first invoice for Maintenance is pro-rated for that month, and will include the following month if you start your Maintenance service with us after the 15th of that month. You agree that payment will be made within fourteen (14) days of the invoice date. We accept direct deposit via bank account and credit cards. Credit card payments attract a 1.75% surcharge (inc GST) which is applied on your next invoice. Surcharge is waived when you sign up for direct debit payments.
Termination & Ownership Transfer
Either party may terminate this Agreement by the provision of 30 days’ written notice to the other Party, In this event, the final monthly fees may be pro-rated. The maintenance plan may be transferred to another website earlier, subject to the request is made in writing and the new website maintenance is in effect as of the next available billing cycle.
The following Terms of Service only apply to clients on DigiBit Media Hosting:
Hosting Fees and Usage
If you are at risk of exceeding the Disk Space of your allocated Hosting Plan; We will temporarily place you into the next highest Hosting Plan available, and will advise you by email. Hosting Plans will not be automatically downgraded – This must be done by request by you. Invoices for hosting are sent quarterly in advance. No refunds will be given for hosting services.
Our hosting is designed to meet the anticipated needs of our customers. If we determine that your use of our network impairs the stability of our network, we may suspend your use of the network, or terminate our agreement with you. Examples of activity that jeopardize the stability of our network include, but are not limited to: using excess bandwidth, overutilization of our servers and excessive e-mail usage.
It is your responsibility to renew any hosting, domain or other third party registrations before the expiry date. Failure to renew in time may lead to loss of files, data, emails, backups and other material and service disruption and loss of domain.
Storage and Security
At all times, you shall bear full risk of loss and damage to your server space and all of your server space content. You are entirely responsible for maintaining the confidentiality of your password and account information. You acknowledge and agree that you are solely responsible for all acts, omissions and use under and charges incurred regarding your account or password or in connection with the server or any of your server content displayed, linked, transmitted through or stored on the server. You shall be solely responsible for undertaking measures to: (i) prevent any loss or damage to your server content; (ii) maintain independent archival and backup copies of your server content; (iii) ensure the security, confidentiality and integrity of your server content transmitted through or stored; and (iv) ensure the confidentiality of your password. DigiBit Media Hosting Service is not an archive and we shall have no liability to you or any other person for loss, damage or destruction of any of your content. The services offered by DigiBit Media are not intended to provide a PCI (Payment Card Industry) compliant environment and therefore should not be utilized as such without further compliance activity and consent of DigiBit Media. DigiBit Media shall have no liability to you or any other person for your use of DigiBit Media services in violation of these terms.