Terms and Conditions
Last Updated 25/02/2025
These Terms and Conditions govern the provision of services by Rainbow Sites Pty Ltd
ACN: 668 074 459, trading as Site Digital (“we”, “us”, “our”, or “Site Digital”) and their use by you (“you”, “your”, or “Customer”).
By accessing our website or using any of our services, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions. If you do not agree to these Terms and Conditions, you must not use our services.
These Terms and Conditions may be updated from time to time. Your continued use of our services following any changes constitutes acceptance of those changes.
1. Our Services
1.1 Service Provision
Site Digital provides digital services including web hosting, domain registration, website security, web design and development, email solutions, and digital marketing services. Our services are delivered according to current service specifications and requirements posted on our website.
1.2 Service Standards
We deliver our services using industry standard practices and appropriate technical measures. While we strive to maintain high service standards, all services are provided on an “as is” and “as available” basis. Service availability and features may vary based on selected service plans and technical requirements.
1.3 Service Access
Service access requires compliance with these terms and maintenance of a valid account where applicable. We maintain the right to modify, suspend, or discontinue any service or service feature to maintain service quality or comply with technical requirements.
1.4 Service Documentation
All current service descriptions, specifications, and requirements are comprehensively documented on our official website. We reserve the right to modify, update, or revise this information to accurately reflect our latest service offerings, technical specifications, and operational requirements. Customers are responsible for reviewing the most up-to-date service information prior to utilising our services. Continued use of our services constitutes acknowledgment and acceptance of the current terms and specifications as published on our website.
1.5 Third-Party Services
Our service delivery may utilise third-party platforms and services. Service availability and functionality remain subject to third-party platform requirements and technical limitations. We maintain the right to modify service delivery methods while maintaining service quality.
2. Web Hosting Services
2.1 Service Scope
We provide web hosting services through our Sydney based data centre infrastructure. These services include storage allocation, processing resources, and associated hosting features according to selected service plans. Service provision requires customer compliance with our fair use policies and operational requirements.
2.2 Resource Management
Our hosting services operate under resource allocations and limitations necessary to maintain system stability and service quality. These include processing resources, memory allocation, database capacity, and bandwidth usage. We implement fair use policies to prevent excessive resource consumption that may impact system performance or other users. We maintain the right to monitor resource usage, implement usage restrictions, require service upgrades, or take necessary actions to maintain system stability. Our hosting infrastructure includes content delivery network features through third-party providers to optimise service delivery and performance. These features remain subject to third-party provider terms and technical limitations. We make no warranties regarding their availability or performance and maintain the right to modify or discontinue such features at any time.
2.3 Service Availability and Downtime
We target 99% uptime for our hosting services. Downtime refers to periods when the hosting service is completely inaccessible due to our system failure. The following events do not constitute downtime:
(a) scheduled or emergency maintenance;
(b) issues arising from shared hosting environment characteristics, including resource allocation and server performance;
(c) third-party service interruptions or failures;
(d) network or connectivity issues beyond our direct control;
(e) customer-caused interruptions or issues;
(f) security incidents or responses;
(g) force majeure events; or
(h) service suspensions in accordance with these terms.
2.4 Authorised Usage
Web hosting services must be used for maintaining active, operational websites. Storage must be utilised for website-related content including business websites, blogs, e-commerce stores, or web applications. We prohibit use of hosting services solely for file storage, backups, archiving, or non-operational websites. Non-compliant usage may result in service suspension or termination.
2.5 System Backups
We maintain daily backup retention for seven days and weekly snapshots for four weeks. Additional offsite backups are maintained for disaster recovery. While we implement comprehensive backup procedures, customers remain responsible for maintaining their own backup copies. We accept no liability for data loss or recovery failures.
2.6 Technical Support
We provide technical support through our ticket system, live chat during business hours, and emergency phone support for critical issues. Response times are prioritised by issue severity:
(a) Critical issues within one-hour
(b) High priority within four business hours
(c) Standard issues within one business day
(d) General inquiries within two business days
2.7 Service Payment
Service fees are payable monthly or annually in advance through approved payment methods including credit card, PayPal, and direct debit. Customers authorise recurring charges to their nominated payment method for service continuation. Failed payments may result in service suspension.
2.8 Service Termination
Hosting service termination requires 30 days written notice. Following termination, data is retained for 30 days to allow for recovery or migration. Migration assistance is available at additional cost. We maintain the right to terminate services immediately for terms violations or non-payment.
3. Professional Email and Workspace Solutions
3.1 Service Scope
We provide professional email and workspace solutions through our server Cpanel email, Google Workspace and Titan Email platforms. Services include business email hosting and associated collaboration tools according to selected service plans. Service features and availability remain subject to current platform specifications.
3.2 Service Delivery
Email and workspace services operate on third-party platforms according to their respective technical requirements. Service functionality, storage allocation, and features are determined by the selected service plan. We maintain the right to modify service delivery methods while maintaining core service functionality.
3.3 Customer Obligations
Customers must maintain compliance with platform usage policies and implement appropriate security measures. This includes secure credential management, appropriate content controls, and adherence to acceptable use policies. Customers remain responsible for their data management and content compliance.
3.4 Service Limitations
While we implement professional service standards, we accept no liability for:
(a) Platform availability or performance
(b) Data transmission security
(c) Content delivery or receipt
(d) Storage availability or capacity
(e) Service interruptions beyond our control
3.5 Service Termination
Email service termination requires 14 days written notice. Following termination, email data remains available for 14 days before deletion. Migration assistance is available at additional cost. We maintain the right to suspend or terminate services for terms violations or non-payment.
3.6 Promotional Email and Workspace Offers
With qualifying hosting packages, new customers have the option to receive either one Google Workspace Starter account or one Titan Business email account. This promotional offer:
(a) applies for a twelve-month period from service activation unless otherwise specified in writing;
(b) is limited to one free account per eligible customer;
(c) converts to standard rates following the promotional period; and
(d) applies to the primary domain only.
If a customer cancels their hosting service during the 30-day money-back guarantee period, the promotional Google Workspace Starter account or Titan Business email account must either be cancelled or converted to a paid account at standard rates. No refunds will be provided for any charges incurred for these services.
We reserve the right to modify, suspend, or discontinue this promotional offer at any time without notice. Any such changes will not affect the promotional period already granted to existing customers for the remainder of their current promotional term.
4. Domain and Security Services
4.1 Service Scope
We provide domain registration and SSL certificate services. These services include domain management capabilities and website security solutions as specified in current service documentation. Additional services may include DNS configuration, domain forwarding, and security implementation support.
4.2 Service Delivery
We facilitate domain registration and SSL certificate services through established certification authorities and registry providers. While we provide service implementation and support, the provision of these services remains subject to external validation requirements and registry policies. We maintain the right to modify service delivery methods to ensure security and compliance standards.
4.3 Domain Services Management
Domain registration and renewal processes are subject to specific timeframes and requirements. We provide renewal notifications at regular intervals before expiration. Following expiration, domains enter a grace period with additional renewal fees, followed by a redemption period with higher reactivation fees. Domains not renewed during these periods become publicly available for registration.
4.4 Domain Transfers
Domain transfers remain subject to registry policies and validation requirements. For incoming transfers, we provide assistance with domain unlocking and authorisation code provision. All transfers must comply with applicable registry lock periods. We provide limited troubleshooting support for transfer issues while maintaining compliance with registry requirements.
4.5 Customer Obligations
Customers must provide and maintain accurate information required for domain registration and security validation. This includes responding promptly to validation requests and maintaining current contact details. Customers remain responsible for:
(a) Maintaining accurate domain registration and certificate validation information
(b) Responding to validation and renewal notifications within specified timeframes
(c) Managing DNS configurations through provided control panels
(d) Complying with certificate implementation requirements
(e) Maintaining security protocols for certificate private keys
4.6 Service Limitations
We do not guarantee the availability of specific domain names or immediate certificate validation. Service delivery timeframes depend on external validation processes and customer response times. Our liability is limited to service fees paid for the affected service period. We accept no liability for:
(a) Domain registration availability or transfer delays
(b) Certificate validation or implementation issues
(c) DNS configuration errors or related service interruptions
(d) Security breaches not directly caused by our services
(e) Business impacts from service changes or interruptions
4.7 Certificate Services
SSL certificate services include validation, issuance, and basic installation support. We provide renewal notifications at 30, 14, and 7 days before expiration. Basic installation support is provided for certificates obtained through our services. Additional configuration support is available at current service rates. Installation support for SSL certificates purchased from other providers incurs a service fee of AUD$50. Additional configuration support is available at current service rates.
4.8 Dispute Resolution
Domain disputes are handled according to ICANN’s Uniform Domain Name Dispute Resolution Policy. While we provide ownership records upon request, disputes must be resolved through ICANN-accredited dispute resolution providers. We maintain the right to comply with dispute resolution decisions and court orders affecting domain ownership.
4.9 Service Continuity
Certificate reissuance or revocation may be required for security concerns or compromise. Service continuity depends on:
(a) Timely renewal payments
(b) Successful validation processes
(c) Compliance with security requirements
(d) Proper implementation of security measures
5. Web Design and Development Services
5.1 Service Scope
We provide custom web design and development services, including WordPress websites and Shopify e-commerce solutions. Each project begins with a detailed proposal outlining specific deliverables, timelines, and costs based on project requirements.
5.2 Project Engagement
Project commencement requires a 50% deposit of the project fee. The remaining 50% is payable upon delivery. Additional services beyond agreed scope may incur further charges at current service rates.
5.3 Development Process
Project delivery follows defined development stages with specific deliverables and approval requirements at each stage. While we provide estimated timeframes for each stage, actual completion times depend on project complexity and client response times. We maintain the right to adjust project timelines based on these factors.
5.4 Customer Obligations
Customers must:
(a) Provide clear project requirements and timely feedback
(b) Supply necessary content and materials
(c) Review and approve deliverables within specified timeframes
(d) Maintain active project communication
(e) Complete payment obligations according to agreed terms
5.5 Intellectual Property
Upon final payment, customers receive ownership rights to custom-developed content and design elements specific to their project. We retain rights to underlying frameworks, development tools, and non-exclusive code elements. We maintain the right to showcase completed projects in our portfolio unless explicitly excluded by agreement.
5.6 Project Changes
Project modifications are managed through formal change request processes. Minor revisions within original scope are included in project costs. Significant changes or additional features require separate agreement and may incur additional charges. We maintain the right to decline change requests that exceed reasonable project parameters.
5.7 Service Limitations
We do not guarantee specific business outcomes from website implementation. Our liability is limited to project fees paid. We accept no liability for:
(a) Delays caused by client response times
(b) Third-party platform limitations
(c) Business impacts from implementation timing
(d) Content accuracy or performance
(e) Post-launch modifications by others
5.8 Project Completion
Project completion requires final client approval and full payment. Following completion, ongoing support and maintenance require separate service agreements. We provide standard handover documentation and basic training for implemented solutions.
5.9 Project Management and Communication
Project management utilises designated communication channels including email, project management platforms, and scheduled consultations. We maintain response timeframes of 24 hours for general inquiries and 4 hours for critical issues during business hours. Critical issues unresolved within specified timeframes escalate to senior management or technical leads according to established protocols.
5.10 Project Documentation and Approval
Project progress requires documented approvals at defined milestone stages through our project management system. Milestone documentation forms part of the project agreement, with specific deliverables requiring client approval before proceeding to subsequent stages. We maintain comprehensive project records through designated project management tools.
5.11 Development Handover
Development projects, including Shopify implementations, require final client review and approval before handover completion. Handover processes include:
(a) System administrative access provision
(b) Required documentation delivery
(c) Specified training implementation
(d) Final approval confirmation
5.12 Ongoing Support
Post-development support services are available at our current rates and terms. Support services operate through our standard ticket system. We maintain the right to modify support systems and processes while maintaining service standards.
6. Digital Marketing Services
6.1 Service Scope
We provide digital marketing services including search engine optimisation (SEO) and paid advertising campaign management. These services are delivered according to agreed marketing strategies and current digital platform requirements.
6.2 Digital Marketing Services Payment Structure
Our digital marketing services are structured with a monthly management fee, payable in advance. This management fee is distinct and separate from the actual advertising platform expenditures. Clients are directly responsible for funding their advertising platform costs and maintaining their advertising budgets. Our management fee covers the strategic oversight, campaign management, optimisation, and reporting services provided. Continuation of services is contingent upon receipt of the upcoming month’s management fee, which must be paid prior to the commencement of the service period.
6.3 Customer Obligations
Customers must:
(a) Maintain control of their advertising platform accounts
(b) Comply with platform advertising policies
(c) Provide timely content approvals
(d) Maintain sufficient advertising budgets
(e) Review and respond to strategic recommendations
6.4 Service Limitations and Disclaimers
Digital marketing outcomes are influenced by numerous external factors beyond our control. While we implement professional marketing strategies, we expressly disclaim any representations or warranties regarding specific commercial outcomes, rankings, or performance metrics. We accept no liability for:
(a) Changes to search engine algorithms, policies, or ranking methodologies
(b) Platform advertising policy modifications or account restrictions
(c) Market conditions, competitive activities, or industry changes
(d) Website technical limitations affecting campaign performance
(e) Client website modifications impacting marketing efforts
(f) Variations in click-through rates, conversion rates, or engagement metrics
(g) Advertising costs, platform charges, or budget impacts
(h) Third-party platform performance or availability
(i) Content engagement or audience response rates
(j) Historical performance indicators or future performance projections
(k) Business revenue, sales targets, or commercial outcomes
(l) Marketing technology changes or platform feature modifications
(m) Seasonal or market-driven performance fluctuations
(n) Client industry or regulatory changes affecting digital marketing
(o) Force majeure events impacting digital platforms or market conditions
6.5 The above limitations represent examples only and do not constitute an exhaustive list of factors affecting digital marketing performance. The Customer acknowledges and accepts that digital marketing services involve inherent uncertainties and variable factors beyond our control.
6.6 The Customer further acknowledges that digital marketing success depends on multiple external factors and no specific results or outcomes are guaranteed.
6.7 Campaign performance remains subject to numerous variables including, but not limited to, market dynamics, competitor activities, consumer behaviour, and platform requirements. Past performance does not guarantee future results. Any performance metrics or estimates provided are for informational purposes only and do not constitute guaranteed outcomes.
6.8 Campaign Management and Reporting
We provide campaign performance reports either monthly or bi-weekly based on your selected service type. These reports include standard performance metrics such as organic traffic growth, keyword rankings, conversion rates, and backlink acquisition. While we track these metrics to inform campaign strategy, they are provided for informational purposes only and do not constitute performance guarantees.
6.9 Strategy updates are communicated through scheduled consultations. Any major strategic changes require customer approval before implementation. We maintain the right to make minor tactical adjustments to optimize campaign performance within the agreed strategy framework.
6.10 The Customer acknowledges that reporting metrics and frequency may be modified to reflect industry standards, platform changes, or service requirements. Performance data remains subject to the limitations and disclaimers outlined in Section 6.4.
6.11 Google Business Profile Services
We provide Google Business Profile setup and optimisation services as part of our digital marketing offerings. This service includes profile claiming, verification assistance, and optimisation recommendations. While we implement industry best practices for profile optimisation, visibility and ranking outcomes remain subject to platform policies and the limitations outlined in Section 6.4.
6.12 Business Profile Management
The Customer maintains responsibility for:
(a) Providing accurate business information
(b) Responding to verification requirements
(c) Maintaining profile accuracy
(d) Managing customer reviews and responses
(e) Ensuring compliance with platform guidelines
6.13 We accept no liability for:
(a) Profile verification delays or rejections
(b) Changes to platform features or policies
(c) Review content or customer responses
(d) Business information accuracy
(e) Profile performance metrics
7. Payment Terms
7.1 Payment Methods
We accept payment through approved payment processors including credit card (Stripe), PayPal, and direct debit services. Payment methods may vary by service type. We maintain the right to modify accepted payment methods with notice to customers.
7.2 Payment Processing and Authorisation
All payments for our services must be processed exclusively through our secure, encrypted payment systems. By engaging our services, the Customer grants authorisation for recurring charges as specified in these terms, including automatic billing for continuing services and immediate processing of payment methods on file.
7.3 Customers are responsible for maintaining valid and current payment information. Payment failures, including declined transactions or insufficient funds, may result in service interruption. We reserve the right to suspend services, assess additional processing fees, or require immediate alternative payment methods to resolve any payment issues.
7.4 Continued use of our services constitutes full acceptance of these payment terms and authorisation for the specified billing procedures. Failure to maintain accurate payment information or to resolve payment issues promptly may result in service termination.
7.5 Service Billing and Payment Options
Service fees are invoiced according to the specific payment terms established for each service type. We offer select alternative payment options through approved third-party financial providers, including Afterpay, Zip Pay, and Klarna. Customers seeking to use these payment plans will be subject to individual credit assessment by the payment provider, the specific terms and conditions of the respective provider, and approval processes determined exclusively by the third-party financial provider.
7.6 Customers are responsible for reviewing and understanding the payment provider’s terms, completing the provider’s application process, maintaining compliance with the payment provider’s requirements, and ensuring timely and complete payment of service fees. While we facilitate these payment options, the ultimate decision on payment plan eligibility rests solely with the third-party provider. We do not control or guarantee approval of any payment plan application.
7.7 By selecting these alternative payment methods, customers acknowledge and accept that their payment plan eligibility and terms are governed entirely by the third-party financial provider, independent of our involvement.
7.8 Late Payments
Overdue payments may result in:
(a) Service suspension
(b) Late payment fees
(c) Termination of services
(d) Collection proceedings
7.9 Price Changes
We reserve the right to modify service prices with appropriate notice. Price changes apply at the next billing cycle unless otherwise specified. Existing fixed-term agreements remain at agreed rates until renewal.
8. Refunds and Service Credits
8.1 General Refund Policy
Our refund policies vary by service category. All refund requests must be submitted with comprehensive supporting documentation, including:
(a) Proof of original payment
(b) Detailed explanation of the refund basis
(c) Any relevant service-related documentation
8.2 Approved refunds will be processed within 10 business days and credited to the original payment method used for the initial transaction.
8.3 Hosting Services Refund Guarantee
New customers are eligible for a 30-day money-back guarantee specific to hosting fees. This guarantee applies exclusively to hosting service fees and is excludes all associated services, including if you choose the Google Workspace or Titan email, domain registrations, SSL certificates and third-party service fees. The guarantee becomes immediately void if service is suspended or terminated due to violation of our terms of service.
8.4 Web Design and Development Services Refund Terms
Project deposits are governed by the following refund provisions:
(a) Deposits become non-refundable upon project commencement
(b) Project cancellation prior to initiation may qualify for partial refund consideration
(c) If we initiate project cancellation due to unforeseen circumstances, all received payments will be fully refunded
(d) No refunds are applicable after design approval or commencement of development work.
8.5 Digital Marketing Services Refund Policy
Management fees for digital marketing services are non-refundable:
(a) Fees are non-refundable once the billing period begins
(b) Early termination of prepaid services does not entitle the customer to refunds for unused service periods
8.6 Domain Registrations and SSL Certificates
Third-party services such as domain registrations and SSL certificates are non-refundable. Exceptions may be considered only in cases of technical impossibility of registration or failure of service issuance due to provider-side issues.
8.7 Service Credits
Service credits may apply where service levels fall below committed standards. For hosting services, where availability falls below our 99% uptime commitment (as defined in Section 2.3), affected customers may claim service credits calculated as a percentage of their monthly hosting fee based on the duration of service unavailability.
8.8 Service credits must be claimed within 30 days of the qualifying event and will be applied to future service charges. Service credits cannot be converted to monetary refunds and expire upon service termination.
8.9 Billing Period Termination
No refunds apply for unused portions of current billing periods upon service termination, whether for monthly or annual billing cycles. Where services are bundled, termination may affect pricing of remaining services.
8.10 Consumer Rights
Nothing in these refund and service credit terms limits or excludes any rights or remedies that cannot be limited or excluded under the Australian Consumer Law or other applicable laws.
9. Products
9.1 Product Supply
We supply Google Review Cards as physical NFC-enabled products. Product availability remains subject to current stock levels and specifications. We maintain the right to modify product specifications or discontinue products without notice.
9.2 Product Orders
Product orders are subject to acceptance and stock availability. We reserve the right to decline orders or limit order quantities. Pricing remains valid only at the time of order placement unless otherwise specified in writing.
9.3 Product Use
Google Review Cards are designed specifically for facilitating customer reviews through NFC technology. The Customer acknowledges that the product’s functionality depends on device compatibility, and review submission remains subject to platform policies. Customers must use the cards in strict compliance with platform guidelines, understanding that improper use may result in platform penalties.
9.4 Product Warranties
Products are warranted to be free from manufacturing defects at the time of delivery. This warranty is limited to product replacement for defective items. The company makes no additional warranties beyond this basic guarantee. Specifically, no assurances are provided regarding specific business outcomes from product use, platform compatibility beyond current specifications, the duration of NFC functionality, or the availability and policies of review platforms.
9.5 Product Returns
Customers may return defective products within 14 days of delivery for replacement. It is important to note that return shipping costs are the responsibility of the Customer, unless the products are conclusively proven to be defective. The company will not accept returns of functional products or products that have been damaged through misuse or improper handling.
9.6 Liability Limitations
The company’s liability for product-related claims is strictly limited to the purchase price of the affected products. This limitation covers all potential scenarios, including but not limited to business impacts from product use, platform policy violations, customer review content, technical compatibility issues, and any consequential losses. Customers should understand that beyond the product’s purchase price, no additional compensation will be provided for any claims related to the product.
10. Accounts and Registration
10.1 Account Creation
Account creation requires accurate, current, and complete information. We maintain the right to verify account information and reject account applications that do not meet our requirements. The Customer warrants that all information provided during account creation is accurate and will be maintained as such.
10.2 Account Security
Customers have critical responsibilities regarding account security. They must maintain secure account credentials and implement strong password protocols. Access should be strictly restricted to authorised users only. Any security concerns must be reported promptly, and account information should be updated as required to ensure ongoing protection.
10.3 Account Access
We may suspend or terminate account access under specific circumstances. These include protecting system security, preventing unauthorised access, addressing terms violations, complying with legal requirements, and maintaining overall service integrity. Such actions are taken to safeguard both our systems and our customers.
10.4 Customer Responsibilities
The Customer bears comprehensive responsibility for all activities conducted through their account. This includes implementing and maintaining robust security measures, preventing unauthorised access, and ensuring the prompt notification of any security breaches. Customers must maintain the accuracy of their account information at all times.
10.5 Account Termination
We reserve the right to terminate accounts under various conditions. These may include violations of our terms of service, extended periods of account inactivity, significant security concerns, non-payment of required fees, or the provision of false information during account creation or maintenance. Account termination is a serious action taken to protect the integrity of our services and the security of our systems.
11. Acceptable Use
11.1 Prohibited Activities
Customers must not engage in unlawful activities while using our services. This includes transmitting malicious code, conducting unauthorised system scanning, or sending unsolicited bulk messages. Our services must not be used to infringe intellectual property rights, harass or threaten others, or distribute offensive content. Any attempts to gain unauthorised system access or interfere with service performance are strictly prohibited.
11.2 Resource Usage
Service resources must be used within allocated limits and for their intended purposes. Resource-intensive operations require prior authorisation. The sharing, resale, or redistribution of services is not permitted without explicit written agreement. Background services or processes must not be operated without authorisation.
11.3 Content Standards
All content associated with our services must comply with applicable laws and respect intellectual property rights. Content must maintain professional standards and avoid deceptive practices. Customers remain responsible for ensuring all content meets platform guidelines and regulatory requirements.
11.4 Enforcement
We maintain the right to monitor service usage and investigate potential violations of these terms. Where violations are identified, we may suspend or terminate services, remove prohibited content, or report illegal activities to relevant authorities. Service restoration following a violation requires customer compliance and may incur additional charges.
12. Data Protection
12.1 Privacy Policy
Our collection, use, and protection of customer data is governed by our Privacy Policy. Customers acknowledge they have read and understood our Privacy Policy prior to using our services.
12.2 Data Handling Obligations
Customers must comply with applicable data protection laws when using our services. This includes obtaining necessary consents for any personal data they collect or process through our services, maintaining appropriate security measures, and respecting privacy rights.
12.3 Security Measures
While we implement reasonable security measures to protect customer data under our control, no data transmission over the internet is completely secure. Customers acknowledge these inherent risks when using our services and accept responsibility for their own security measures.
13. Intellectual Property Rights
13.1 Ownership and Rights
Site Digital owns all intellectual property rights, including copyright, trademarks, patents, designs, trade secrets, and proprietary information in our services, platforms, methodologies, and associated materials. This includes our software, source code, databases, functionality, design elements, documentation, and development tools, whether existing or developed during service provision.
13.2 License Grant
We grant customers a limited, non-exclusive, non-transferable, revocable license to use our services and associated materials solely for their intended business purpose. This license requires full payment of applicable fees, compliance with these terms, active service status, and adherence to usage restrictions. The license terminates automatically upon service termination or terms violation.
13.3 License Restrictions
The license granted prohibits modification or creation of derivative works from our intellectual property. Customers must not reverse engineer or decompile our systems or software, remove or alter any proprietary notices, transfer or resell any part of our services, use our intellectual property beyond licensed purposes, or attempt to discover source code or underlying algorithms.
13.4 Customer Materials
Customers retain ownership of their pre-existing intellectual property and materials provided to us. Customers warrant they have all necessary rights to any materials provided and grant us a license to use these materials for service provision.
13.5 Development Rights
For custom development projects, customers receive ownership of specifically commissioned custom elements upon final payment. We retain ownership of pre-existing intellectual property and development tools, including underlying frameworks and methodologies. We maintain the right to reuse non-unique coding solutions and functionality. Customers receive a perpetual license to use custom elements as delivered.
13.6 Portfolio Rights
We maintain the right to reference completed work in our portfolio and marketing materials, including project descriptions and outcomes. Customers may opt-out of this provision through written agreement.
14. Disclaimers and Warranties
14.1 General Disclaimer
To the maximum extent permitted by law, and except as expressly provided in these terms, we exclude all representations, warranties, guarantees, terms and conditions, whether express or implied (and including those implied by statute, custom, law or otherwise).
14.2 Service Warranty Limitations
The Customer acknowledges and agrees that:
(a) technical complications and various other factors may affect the performance or delivery of the services;
(b) we do not warrant that the services will be uninterrupted, timely, secure, error-free, or compatible with third party hardware or software;
(c) we are not responsible for any delays, failures, errors, omissions, or loss of transmitted information;
(d) we may suspend access to the services at any time;
(e) the services may be subject to limitations, delays, and other problems inherent in the use of internet and electronic communications;
(f) we do not guarantee any specific results, rankings, performance levels, or success of any digital marketing or optimisation strategies;
(g) service response times are provided as targets only and may be affected by factors beyond our control;
(h) we are not liable for any e-commerce or website functionality disruptions, including payment processing issues, shopping cart malfunctions, or checkout failures; and
(i) no advice or information, whether oral or written, obtained by you from us creates any warranty not expressly stated in these terms.
14.3 Third Party Services
Where our services incorporate or depend on third party products, applications, or services, the Customer acknowledges that:
(a) we have no control over the availability, reliability, functionality or performance of third party services;
(b) we are not liable for any loss or damage arising from the acts or omissions of third-party service providers;
(c) use of third-party services is subject to the terms and conditions of those third party providers;
(d) third party services may be modified, suspended, or terminated at any time; and
(e) changes to third party platforms or services may require modifications to our services.
14.4 Technical Limitations
The Customer acknowledges that:
(a) we cannot guarantee compatibility with all browser configurations, devices, or operating systems;
(b) certain features may require specific technical requirements to function properly;
(c) updates or changes to third party platforms may affect service functionality; and
(d) technical support may be limited by factors outside our control.
14.5 Business Services
In relation to business services, the Customer acknowledges that:
(a) we do not guarantee any specific business outcomes or commercial results;
(b) success of services depends on various factors beyond our control;
(c) market conditions and competition may affect service outcomes; and
(d) implementation of our services may require customer resources and cooperation.
14.6 Australian Consumer Law
Nothing in these disclaimers excludes, restricts or modifies any guarantee, right or remedy you may have under the Australian Consumer Law or any other applicable law that cannot be excluded, restricted or modified by agreement.
15. Limitation of Liability
15.1 Liability Limitations
To the maximum extent permitted by law, our total aggregate liability arising out of or in connection with these terms or the provision of our services, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the amount paid by the Customer for the affected service in the twelve months preceding the incident giving rise to the liability.
15.2 Exclusion of Damages
Under no circumstances will we be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, including but not limited to loss of profits, revenue, business opportunity, goodwill, or anticipated savings, loss of or damage to data, or business interruption, regardless of whether such damages were foreseeable, or we were advised of their possibility.
15.3 Australian Consumer Law
Nothing in these terms excludes, restricts or modifies any consumer guarantee, right or remedy conferred by the Australian Consumer Law or any other applicable law that cannot be excluded, restricted or modified by agreement.
16. Indemnification
16.1 Customer Indemnity
The Customer agrees to defend, indemnify and hold harmless Site Digital, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or in connection with:
(a) The Customer’s use of our services
(b) The Customer’s content
(c) The Customer’s breach of these terms
(d) The Customer’s violation of any law or third-party rights
(e) Any claim by the Customer’s end users or clients
16.2 Indemnification Process
Upon receiving notice of a claim, we will promptly notify the Customer. The Customer must not make any admission of liability, agreement, or compromise without our prior written consent. We reserve the right to assume control of the defence of any claim at the Customer’s expense if we reasonably determine that the Customer is unable to defend the claim adequately.
17. Force Majeure
17.1 Force Majeure Events
Neither party shall be liable for any failure or delay in performing their obligations where such failure or delay results from circumstances beyond that party’s reasonable control. Such circumstances include acts of God, natural disasters, pandemic or epidemic, war, terrorism, civil unrest, government action, industrial action, network or telecommunications failure, power failure, or third-party service provider failures.
17.2 Obligations During Force Majeure
The affected party must use reasonable efforts to mitigate the effect of a force majeure event and continue to perform its obligations to the extent practicable. The affected party must notify the other party as soon as reasonably possible of the force majeure event and its expected duration.
17.3 Extended Force Majeure
If a force majeure event prevents service delivery for more than 30 consecutive days, either party may terminate affected services upon written notice to the other party. In such case, the Customer shall only be liable for payments due for services received prior to the force majeure event.
18. Dispute Resolution
18.1 Initial Resolution
In the event of any dispute, controversy, or claim arising out of or in connection with these terms, including any question regarding their existence, validity, or termination (“Dispute”), the parties must first attempt to resolve the Dispute by good faith negotiations. Either party may initiate such negotiations by providing written notice to the other party setting out the details of the Dispute and proposed resolution.
18.2 Senior Representative Negotiations
If the Dispute remains unresolved within 14 days after delivery of the notice, each party must refer the Dispute to senior representatives with authority to resolve the Dispute. The senior representatives must meet within 14 days of the referral and attempt to resolve the Dispute in good faith.
18.3 Mediation
If the Dispute remains unresolved within 28 days after referral to senior representatives, the parties must submit the Dispute to mediation administered by the Australian Disputes Centre (“ADC”) before having recourse to litigation. The mediation must be conducted in Sydney, New South Wales in accordance with the ADC Mediation Guidelines in force at the time of the Dispute. The cost of the mediator shall be shared equally between the parties.
18.4 Litigation
If the Dispute has not been resolved within 60 days after referral to mediation (or such other period agreed in writing between the parties), either party may commence litigation proceedings. Nothing in this clause prevents either party from seeking urgent interlocutory relief from a court of competent jurisdiction where, in that party’s reasonable opinion, such relief is necessary.
18.5 Continuation of Services
Notwithstanding the existence of a Dispute, each party must continue to perform its obligations under these terms, unless and until the services are rightfully terminated in accordance with these terms.
19. General Provisions
19.1 Notices
Any notice required under these terms must be in writing and sent to the recipient’s registered address or principal place of business. Notices may be delivered by hand, email, or registered post. Notices are deemed received: if delivered by hand, upon delivery; if sent by email, 24 hours after sending unless a delivery failure notification is received; if sent by registered post, three business days after posting.
19.2 Assignment
The Customer must not assign, transfer, or sublicense these terms or any rights under these terms without our prior written consent. We may assign our rights and obligations under these terms to any affiliate, successor entity, or as part of a business reorganisation or sale.
19.3 Severability
If any provision of these terms is found to be invalid, void, or unenforceable, that provision shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions. Any such provision shall be replaced with a valid and enforceable provision that most closely achieves the intended commercial purpose of the severed provision.
19.4 Waiver
No failure or delay by either party to exercise any right under these terms shall constitute a waiver of that right. No waiver of any term shall be deemed a further or continuing waiver of that term or any other term.
19.5 Relationship of Parties
Nothing in these terms creates any agency, partnership, joint venture, or employment relationship between the parties. Neither party has authority to bind the other in any way.
19.6 Entire Agreement
These terms constitute the entire agreement between the parties and supersede all previous communications, representations, understandings, and agreements, whether oral or written, between the parties with respect to the subject matter of these terms.
19.7 Governing Law
These terms are governed by the laws of New South Wales, Australia. The parties submit to the exclusive jurisdiction of the courts of New South Wales and any courts entitled to hear appeals from those courts.
