The Client agrees that it shall defend, indemnify, save and hold Show Pony Graphics harmless from any and all demands, liabilities, losses, costs and claims, including reasonable lawyers’s fees, (“Liabilities”) asserted against Show Pony Graphics, agents, its clients, servants, officers and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by Client, its agents, employee or assigns. Client agrees to defend, indemnify and hold harmless Show Pony Graphics against Liabilities arising out of any injury to person or property caused by any products or services sold or otherwise distributed in connection with Show Pony Graphics service, any material supplied by Client infringing on the proprietary rights of a third party, copyright infringement, and any defective product which Client has sold in the Web Design.
All services and products provided by Show Pony Graphics are subject to the following general terms and conditions.
Definitions
- “Show Pony Graphics” means Show Pony Graphics, all of its related bodies corporate, A related body corporate means a related body corporate as defined in the Corporations Law of Australia.
- “Client” means the individual, business or company purchasing the Services or Products from Show Pony Graphics.
- “Services” means all and the work product including services and products to be provided to Client by Show Pony Graphics.
Quotations
- All prices apply for 14 business days from date of quotation. Beyond this time prices must be considered
as a guide only. - No maintenance service is included in the quote unless specified.
- A contract is required to be signed to confirm the intention to proceed with the quotation. A deposit is also required and is non-refundable.
- Prices listed in quotations are in Australian Dollars.
Payments, Deposits & Refunds
- All payments are in Australian Dollars and are subject to GST.
- All payments must be made within 14 business days of the invoice date.
- There are no refunds given of unused time of our Services, if the Services are cancelled by Show Pony Graphics or the Client.
- Payments are to be made via cheque / money order (take 3 business days to clear) credit card (visa or mastercard for payments over $50.00) or direct deposit.
- International clients may pay invoices under $50.00 by credit card (visa or mastercard)
- Once the Final Payment has been made, any errors or additional requests are charged additionally.
- Any client found to exceed our payment terms on previous invoices may be requested to pre-pay website updates.
- Once payment for the Service has been made any errors or faults found are the responsibility of the Client and may be charged additionally.
Website Content Provision
- Content shall be provided to Show Pony Graphics on a complete page by page basis which includes text and photos for that page, or all content provided at once. Content will not be accepted in any other manner.
- No copy writing or professional textual proofing service is included.
- No photography or stock photography purchase is included unless specifically requested as a Service.
- You will be provided with a document on how to supply Show Pony Graphics with website content when you proceed with your website.
Website Hosting
- This Service may not always be available at all times. Show Pony Graphics will do everything it can to maintain the availability of the Service however a certain amount of downtime can be expected. In no way shall Show Pony Graphics be held liable for any interruption in Service for any cause.
- Show Pony Graphics reserves the right to charge a fee should you require restoration of a previous back-up version of your website from the server.
- Hosting Services will be disabled if they exceed five (5) business days after the payment due date.
- Hosting Services will be completely removed if they exceed ten (10) business days after the payment is due. This means that any files / content that remains on the hosting will be removed, and be irretrievable.
- Websites cannot provide links or content, or downloads in reference to over 18+ sexual material, nudity, pornography, copyright software, music, photos, text, viruses, video, artwork, Content that is threatening, harassing, controversial, obscene, and objective, and about other people, discusses illegal activities and any content that could violate state or national laws. Websites cannot host a large amount of streaming videos / movies. If the Client is found to include any of this information on their website they will be contacted and asked to remove it immediately. If it is not removed in five (5) business days the Client automatically grants Show Pony Graphic’s access to remove the material in violation.
- If the Client repeatedly violates this agreement then the Client’s account could be suspended. Show Pony Graphic’s reserve the right to discontinue this Service if abuse of email Services is found.
- The Client agrees not to use email Services provided to them to send emails that contain Material that is offensive to others, contains over 18+ rated material or offensive statements.
- The Client may not in anyway send unsolicited bulk e-mail, post to news groups in way that do not conform with the rules of that group that can be traced back to our network.
Website Programming
- We use some website programs that are provided under the GP License This means no warranties or guarantees are provided on / with the software and it is used at the Client’s own risk.
- Programs sometimes require occasional updates for security. Show Pony Graphics may charge for updates. You will be notified prior if charges apply. Show Pony Graphics does not guarantee the security of website programs used, however we will ensure that security updates are available to the Client.
- Changes requested to the software that are not provided with the initial program installation i.e extra features that require additional custom coding will be charged additionally. Features lists which describe the functionality included are available from Show Pony Graphics.
- Any client that modifies any source / website files in anyway voids any warranty / guarantee provided by Show Pony Graphics on the whole Service. Any errors / faults are then the responsibility of the client. Any modifications to the code requested will be charged additionally by Show Pony Graphics.
- When Show Pony Graphics develops custom software, they retain all the rights / copyrights to the software and its source code. the Client cannot on sell, sell, or distribute software provided by or developed by Show Pony Graphics.
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Programming source code written by Show Pony Graphics remains the property of Show Pony Graphics and cannot be resold, onsold or re-distributed in anyway.
Support
- Email support is for six months after a website is put online. After the six month period support requests, at the discretion of Show Pony Graphics may be charged as an extra service, you will be notified if there is to be a charge.
- Show Pony Graphics makes no guarantees on the time in which emails will be responded to, but Show Pony Graphics will make every effort to reply in a timely manner.
- Phone support is not included and at Show Pony Graphics discretion may be charged as an extra service. The Client will be notified of any charges before they proceed with phone support.
Copyright and Trademarks
- The Client represents to Show Pony Graphics and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to Show Pony Graphics for inclusion in Web pages are owned by the Client, or that the Client has permission from the rightful owner to use each of these elements, and will hold harmless, protect, and defend Show Pony Graphics and its subcontractors from any claim or suit arising from the use of such elements furnished by the Client.
- If the Client does not own the provided material they must have written and signed permission for its use and provide a copy to Show Pony Graphics.
- The Final Deliverable will display a credit to Show Pony Graphics at the bottom of the design. This must not be removed without written signed permission from Show Pony Graphics.
Limited Liability
- The Client hereby agrees to indemnify and hold harmless Show Pony Graphics from any claim resulting from Client’s publication of material or use of those materials. The Client hereby agrees to indemnify and hold harmless Show Pony Graphics in any claim resulting from the submission of illegal materials.
- If Show Pony Graphics shall acquire an Internet Domain Name on behalf of the Client, then in such case Client hereby waives any and all claims which it may have against Show Pony Graphics, for any loss, damage, claim or expense arising out of or in relation to the registration of such Domain Name in any on-line or off-line network directories, membership lists or registration lists, or the release of the Domain Name from such directories or lists following the termination of the providing of this service by Show Pony Graphics for any reason.
- Under no circumstances, including negligence, shall Show Pony Graphics, its offices, agents or anyone else involved in creating, producing or distributing it’s services, be liable for any direct, indirect, incidental, special or consequential damages that result from the use of or inability to use Show Pony Graphics’s Services; or that results from mistakes, omissions, interruptions, deletion or loss of files or data, errors, defects, delays in operation, or of performance, whether or not limited to acts of God, communication failure, theft, destruction or unauthorized access to Show Pony Graphics’s records, programs or services. Client maintains sole responsibility for data backups and restoration. The Client hereby acknowledges that this paragraph shall apply to all content on Show Pony Graphics Services.
- Notwithstanding the above, Client’s exclusive remedies for all damages, losses and causes of actions whether in Agreement, tort including negligence or otherwise, shall not exceed the aggregate dollar amount which Client paid during the term of this Agreement and any reasonable lawyers’s fee and court costs.
Indemnification
Warranties and Representations
- Show Pony Graphics represents and warrants to the Client that it has the experience and ability to perform the services required by this Agreement; that it will perform said Services in a professional, competent and timely manner; that it has the power to enter into and perform this Agreement; and that its performance of this Agreement shall not infringe upon or violate the rights of any third party or violate any federal, state and municipal laws.
- However, Client will not determine or exercise control as to general procedures or formats necessary to have these services meet Client’s satisfaction.
- The Client represents and warrants to Show Pony Graphics that it will provide Client Materials as required in a professional, competent and timely manner; that it has the power to enter into this Agreement on behalf of Client; and that its performance of this Agreement shall not infringe upon or violate the rights of any third party or violate any federal, state and municipal laws.
