Quick Links			Popular Links
Definitions Intellectual property rights Limitation of liability Termination of services Terminated by the client Force majeure Miscellaneous	Data protection Proprietary information Fees (Payment terms) Commissions Charity Other charges Ongoing service charges		Charity Fees (Payment terms) Ongoing service charges

1) Definitions

'THE WEBSITE' - Any website, software or business systems created by KudosDigital for the client

'Client' and or ‘customer’ - The organization/individual that is purchasing THE WEBSITE from KudosDigital.

'KudosDigital' - A software/website development company

'COMPLETION OF WEBSITE' – refers TO THE FINAL STAGE BEFORE CONTENT IS UPLOADED

2) Intellectual Property Rights

2.1 All intellectual property rights in any design work, documents, drawings and information created by KudosDigital will remain the property of KudosDigital until final payment INCLUDING termination fees as SPECIFIED in point 4.2 is received. where after the client owns the rights to a single use of all design work, documents, drawings and information, however are under no CIRCUMSTANCES does kudosdigital give the authority to Reproduction and distribution. THE client understands that the website uses Joomla which is free, open, and available to anyone under the GPL licence

2.2 As all systems are designed for use on the specific hosting environment for which they were created, including e-mail, security, e-commerce and other systems, the systems will only be warranted to work on the specific hosting environment for which they were created.

2.3 Where information is taken from other sources or databases it is the responsibility of the client to ensure that there is an agreement for use of this information with the owner.

2.4 all custom MODULES that have been developed by kudosdigital will always remain the property of kudosdigital unless other wise specified.

3) Limitation Of Liability

3.1 In no event will KudosDigital be liable to the client for any indirect, incidental or consequential damages arising out of Services or any products provided under any agreement, even if KudosDigital has been advised of the possibility of such damages. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to the Customer.

3.2 KudosDigital's liability to the Customer for actual damages for any cause whatsoever, regardless of the form of the action, will be strictly limited to 100% of the Fees paid for the prior 12 months.

4) Termination of services

4. 1 The service may be terminated or suspended by KudosDigital at any time where:

The client is in breach of any of the conditions of this agreement, the client becomes insolvent, and or invoices are more than 14 days overdue

4.2 If the service is terminated by the client

The client must give a minimum of 30 days in writing to terminate the agreement when on the 30^th day Kudos Digital will pass over any requested material. The client forfeits any hosting which has been pre-paid and accepts to pay the balance of any periodic payments within their current 12 month term. The client understands that all accounts must be finalized and a fee of $550 be paid before Kudos Digital is obliged to pass over any files or information. all available INFORMATION WILL be supplied on cd and will include the joomla framework and client database. Kudosdigital will also assist with 1hr of phone support to clients developers of choice. Any additional time will be charged at a rate $180 per hour and must be pre paid.

5) Force Majeure

5.1 Neither party shall be liable to the other if its performance of its obligations under any agreement (other than an obligation to pay money) is prevented or hindered due to any circumstances outside of its control.

6) Miscellaneous

6.1 Should any part of any agreement, for any reason, be declared invalid by a court of competent jurisdiction, such determination shall not affect the validity of any remaining portion and such remaining portion shall remain in full force and effect. These Terms and Conditions of service are governed by and construed in accordance with the laws of Australia and the parties submit to the exclusive jurisdictions of the courts of Australia. These Terms and Conditions shall be binding to the benefit of each party and their respective heirs, successors and assigns.

7) Data Protection Act

7.1 Any data collected and transmitted on, via the web site is the sole ownership of the client and as such the client is responsible for the legal use of that data.

8) Proprietary Information

8.1 KudosDigital acknowledge that its relationship with its clients is one of high trust and confidence and that in the course of services to the client it will have access to and contact with proprietary Information. KudosDigital will not, at any time disclose to others or use for its benefit or the benefit of others, any Proprietary Information.

8.2 KudosDigital's obligation under this section shall not apply to any information that

(i) is or becomes known to the general public under circumstances involving no wrongful act or omission by or attributable to KudosDigital or other of the terms of this section,

(ii) is made available to KudosDigital as a right by any third party, is independently developed by KudosDigital, or is disclosed under judicial or governmental process,

(iii) is generally disclosed to third parties by Customer without restriction on such third parties, or

(iv) is approved for release by written authorisation from Customer.

8.3 Customer agrees that KudosDigital is not held RESPONSIBLE for the back up AND STORAGE OF client files, and to indemnify KudosDigital against, any and all losses, claims, damages, liabilities or expenses

(i) any information or data concerning customer or customer's products to the extent such material is furnished or prepared by or at the request of client for use by KudosDigital, and

(ii) any defect or alleged defect in any product manufactured by the customer.

9) Fees Payment terms

9.1 Terms: where the total invoice / quote is $2,500.00 or less, full payment is required before work will commence. For invoices / quotes in excess of $2500.01 a 50% deposit of the contract price upon signing hereof and a balance on completion of THE WEBSITE, or a passing of 30days since the onset of development, or whichever comes last.

9.2 Fees for ongoing maintenance and/or hosting contracts. Payable either yearly in advance or monthly by standing order.
Notice may be given in writing up to 30 days before the anniversary of the renewal of the hosting and maintenance charges associated with the customers website to terminate the agreement otherwise it will be assumed that hosting will continue for another year at the prevailing rate.

9.3 KudosDigital will be fully entitled to turn off a service if an account is more than 14 days overdue without any further notice. Consequences of the site and e-mail being unavailable are the full responsibility of the customer.

9.4 Hosting fees are subject to change with 14 day notification

9.4a kudosdigital will notify client once hosting bandwidth is at 85% capacity and if client exceeds allocated level it is the clients RESPONSIBILITY to request an upgrade with the difference paid pro rada

9.5 If all the content for THE WEBSITE is not received within 30days of the contract commencement date, the client is required to make final payment (50%). KudosDigital also has the option to terminate the contract as detailed in section 4.1.

10) COMMISSIONS

10.1 ALL COMMISSIONS DUE TO KUDOSDIGITAL WILL BE INVOICED AT THE END OF EACH MONTH WITH 7 DAY PAYMENT TERM. failure TO PAY COMMISSIONS WITHIN 7 DAYS WILL SEE THE SERVICE SUSPENDED UNTIL PAYMENT IS RECEIVED IN FULL.

11) CHARITY

11.1 ALL CHARITY PAYMENTS WILL BE FORWARDED TO THE RESPECTIVE CHARITY ONCE THE OWED AMOUNT HAS REACHED A MINIMUM OF $1,000. until THIS TIME, ALL MONEYS ALLOCATED FOR CHARITIES WILL BE HELD IN A TRUST ACCOUNT AND ANY INTEREST ACCUMULATED WILL BE PASSED ON TO KUDOSDIGITAL’S CHARITY OF CHOICE.

12) Other Charges

12.1 In addition to charges listed in the service agreement details, the client must pay for; All Government Taxes, duties and levies imposed on either the client or KudosDigital in respect of the services or any other services or goods supplied. Any Bank charges in relation to online merchant accounts. All domain name registrations, or renewals.

For additional requests and maintenance please choose one of the following service packages. Please note that all service and support requests will be developed on the following Sunday and completed by the following Monday of the date the support ticket was issued. Where the project or service requires quoting, a new agreement may be set.

All service account will be invoiced on order with a 14 day payment term.