Terms and Conditions

Our Terms and Conditions – 1st November 2020

These are the Terms and Conditions on which SEO for Small Business Australia will undertake work for you. They set out our Services and what you can expect from us. Please read them carefully. It is a condition of your use of our Services that you comply with these Terms and Conditions.

These Terms & Conditions are subject to change without notice and may be superseded. SEO for Small Business Australia may modify these Terms and Conditions by general notice on a page of our website, by email, or by any other method of communication.

1. ENGAGEMENT

You may engage us to carry out a Service for you by:

• signing and returning a work brief and/or a written quote prepared by us
• in the case of smaller engagements by written verification.
• unless we notify you otherwise, SEO For Small Business Australia will accept that engagement, subject to these Terms & Conditions.

2. PRICING STRUCTURES

If SEO for Small Business Australia has you with a Pricing Structure for the Service, then that Pricing Structure:

• is based on the Specifications, and is subject to change if the parties agree to amend the Specifications;
• does not include GST
• Is valid for the duration of our work with you, unless our work agreement changes.

3. SERVICES

The Services SEO for Small Business Australia provides to you, and any specific terms, may include some or all of the following:

Search Engine Optimisation (SEO);

Search Engine Advertising ;

Display Advertising;

Social Media Advertising;

Social Media Management (SMM);

Content Services;

Content Marketing;

Strategy, Creative and Analytics.

You acknowledge that electronic services are subject to interruption and breakdown and all non-electronic services are subject to disruption.

SEO for Small Business Australia reserves the right to continue to provide the Services and/or invoice you for the Services in the event of any disruption, other than a disruption caused by SEO for Small Business Australia’s own negligence or willful acts or omissions.

4. CONTENT AND MATERIALS SUPPLIED BY YOU

You must supply to us all required materials you want us to use in the Service, and all other content and materials SEO for Small Business Australia reasonably requests – otherwise known as client content, in a timely manner.

You warrant that the materials or content you provide to us, or that are provided to us on your behalf, will not: breach any rights (including Intellectual Property Rights or Moral Rights) of any third party; or compromise the security or operation of our computer systems, through a virus or otherwise.

Where SEO for Small Business Australia is engaged to outsource work on your behalf, for example, graphic design or copywriting, you, as the client will be given the opportunity to review this material prior to its use, and you take full responsibility for the accuracy of this material or information. 

5. VARIATIONS AND ADDITIONAL COSTS

If during the course of our engagement there are changes in the Specifications of the Service, the changes will be treated as a Variation.

Where a Variation occurs SEO for Small Business Australia reserves the right to halt work and review the Service costings:

Examples of Variations include:

• introduction of additional requirements not discussed during the onboarding process i.e. branding deliverables, the introduction of video imagery, ad text, ad design, and Digital Marketing Campaign focus;
• costs for commercial fonts, photography, audio, and video;
• additional Service management time;
• unplanned delays in obtaining approval, Client Content, or feedback resulting in Bambrick Media
• having to reschedule services, staff or facilitate continuance;
• overtime required to meet deadlines due to delays by the Client providing approval, Client Content or feedback;
• development work.

If during the course of our engagement there are small changes in the Service, SEO for Small Business Australia will discuss with you an estimate of the Additional Costs for these small changes.

Examples of Additional Costs include:

• content not in the appropriate format;
• extra workshops or workshops requiring additional hours;
• requested additional design concepts / alterations;
• requested changes to the design after final approval has been requested or provided;
• uploading and styling/layout of additional Client Content;
• additional meetings and travel time.

6. PURCHASE OF STOCK IMAGES, FONTS, PHOTOGRAPHY, AUDIO OR VIDEO

You can provide stock images, commercial fonts, audio or video, or SEO for Small Business Australia can purchase them on your behalf. 

Ownership of the finished photography, audio, or video will be transferred to you upon full payment of all issued invoices.

7. YOUR APPROVAL & IMPLEMENTATION

Your approval and implementation may be required for a number of items (Approval & Implementation Item) presented to you:

• Service brief;
• keyword recommendations;
• local SEO report;
• on-page SEO report;
• ad text;
• ad targeting;
• ad creative;
• design concepts (and your choice of one of them);
• each updated version of the chosen design concept;
• implementation of conversion tracking code
• landing page or website development
• completed design;
• variation Notices

8. SEARCH ENGINE OPTIMISATION (SEO)

Our Search Engine Optimisation Services may include:

• Keyword research & Keyword Recommendations
• Local SEO Report
• On-Page SEO Report
• Copywriting & Content Generation
• Creation of Google Analytics account
• Implementation of Conversion Tracking Code
• Creation of Google Search Console account
• Link Building
• Local Citations
• Monthly Progress Report

Our Search Engine Optimisation Services exclude:

• Implementation of advanced conversion tracking code where website development is needed
• Broken Links cleanup & ongoing maintenance
• Google Search Console management
• Landing Page or Website Development
• Website Maintenance & Security Updates
• New Website Migration

9. SEARCH ENGINE ADVERTISING

Our Search Engine Advertising Services may include:

• Keyword research & Keyword Recommendations
• Creation of Google AdWords account
• Creation of Google Analytics account
• Setup of conversion tracking in Google Analytics
• Implementation of conversion tracking code
• Creation of text ad copy and ad extensions
• Management of keyword bids and ad targeting
• On-going optimisation and Digital Marketing Campaign analysis
• Monthly Progress Report

Our Search Engine Advertising Services exclude:

• Implementation of advanced conversion tracking code where website development is needed
• Creation of a Privacy Policy
• Landing Page or Website Development

The client acknowledges that SEO for Small Business Australia will source suppliers and placements, but the terms and conditions of those placements are governed by the suppliers. You will provide the access to your social media accounts or permission for us to set up accounts on your behalf.

10. DISPLAY ADVERTISING

Our Display Advertising Services may include:

• Creation of display banners
• Creation of Google AdWords account
• Setup of conversion tracking and remarketing tags in Google Analytics
• Implementation of Conversion Tracking Code
• Set-up of the audience and/or display placement targeting
• On-going optimisation and Digital Marketing Campaign analysis
• Monthly Progress Report

Our Display Advertising Services exclude:

• Implementation of advanced conversion tracking code where website development is needed
• Creation of a Privacy Policy
• Landing Page or Website Development

The client acknowledges that SEO for Small Business Australia will source suppliers and placements, but the terms and conditions of those placements are governed by the suppliers. You will provide the access to your social media accounts or permission for us to set up accounts on your behalf.

11. SOCIAL MEDIA ADVERTISING

Our Social Media Advertising Services may include:

• Creation of Facebook ads including image design and ad copy
• Creation of a Facebook ad account within Bambrick Media’s business manager account
• Setup of conversion tracking in Google Analytics
• Implementation of conversion tracking code & Facebook pixel
• Set-up of specific remarketing lists using data from your Facebook pixel
• Set-up of interest and demographic audiences for Digital Marketing Campaign targeting
• On-going optimisation and Digital Marketing Campaign analysis
• Monthly Progress Report

Our Social Media Advertising Services exclude:

• Implementation of advanced conversion tracking code where website development is needed
• Creation of a Privacy Policy
• Landing Page or Website Development
• Setup & management of your Facebook community or Facebook page
• Responding to your comments and downloading leads on your Facebook advertisements
• Integration of Facebook with 3rd party platforms and any resulting data loss

The client acknowledges that SEO for Small Business Australia will source suppliers and placements, but the terms and conditions of those placements are governed by the suppliers. You will provide the access to your social media accounts or permission for us to set up accounts on your behalf.

12. SOCIAL MEDIA MANAGEMENT (SMM)

Our Social Media Management services may include:

• social media review, analysis, and strategy development;
• social media campaigns, blogs, content creation, client engagement and/or profile management for Facebook, Twitter, LinkedIn, or other social media platforms;
• social media analytics;
• social media policy.

You will provide access to your social media accounts or permission for us to set up accounts on your behalf.

13. STRATEGY, CREATIVE, AND ANALYTICS

Our Strategy, Creative and Analytics services may include:

• digital marketing audits;
• digital marketing strategy development;
• digital marketing strategy implementation;
• videos, images, memes, infographics, whitepapers, reports, and surveys;
• Google analytics;
• reputation management;
• call tracking;

Once your Service is launched, archiving of the files and database and copies of these files become the responsibility of the Client. 

14. WARRANTY DISCLAIMER

Nothing in this Agreement excludes, restricts, or modifies any right or remedy, or any guarantee, warranty, or other term or condition implied or imposed by legislation which cannot be lawfully excluded or limited. Such legislation includes the Australian Consumer Law which contains guarantees that protect the purchasers of goods and services in certain circumstances, each a non-excludable provision.

Subject to SEO for Small Business Australia’s obligations under the non-excludable provisions, and to the fullest extent permissible by law, SEO for Small Business Australia expressly disclaims all warranties and representations of any kind with respect to the Services whether express, implied, statutory, or arising out of the course of performance, course of dealing or usage of trade including any warranties or merchantability, fitness for a particular purpose, satisfactory quality, accuracy, title or non-infringement.

15. LIMITATION OF LIABILITY AND WARRANTY

To the fullest extent permissible by law, SEO for Small Business Australia is not liable (whether in contract or tort) for:

• faults or defects in any services or goods provided by third parties in connection with this agreement; or
• any indirect, special or consequential loss (including loss or corruption of data, loss of profits, revenue, goodwill, anticipated savings, and business interruption) however arising.

To the fullest extent permissible by law, in no event will SEO for Small Business Australia liability in contract, tort (including negligence and breach of statutory duty) or otherwise arising out of, or in connection with, this agreement exceed the amounts actually paid by the Client to Bambrick Media for the Service;

SEO for Small Business Australia will use its reasonable endeavours to optimise the performance of your Digital Marketing Campaign, however, SEO for Small Business Australia gives no warranties and makes no guarantees in respect of the performance of your Digital Marketing Campaign.

You acknowledge that:

• search engine results and ad position will vary for each of the search engines and social media platforms;
• the algorithms of each search engine and social media platform may change unexpectedly from time to time;
• and this is out of the control of SEO for Small Business Australia.

To the fullest extent permitted by law, the liability of SEO for Small Business Australia for a breach of a non-excludable condition is limited to: in the case of the provision of services:

• the supplying of the services again; or
• payment of the cost of having the services supplied again.

To the full extent permitted by law, SEO for Small Business Australia excludes all liability for the infringement of the Intellectual Property rights of any third party arising from any of the material or content published during the performance of the Services;

• liability for misrepresentation or negligence arising from detrimental reliance on any of the material or content published in accordance with the performance of the Services. It is the client’s (your) responsibility to thoroughly check and gain independent expert advice on the suitability or correctness of the material to be published as part of the performance of the Services;
• liability in respect of loss of data, 3rd party integration failure, breach of our security, interruption of business, or any consequential or incidental damages; all representations, warranties, or terms (whether express or implied) other than those expressly set out in the agreement.
• SEO for Small Business Australia’s total aggregate liability for all claims relating to the agreement is limited to the price for the Services payable under this agreement.

Either party’s liability for any claim relating to the agreement will be reduced to the extent to which the other party contributed to the damage arising from the claim.

16. INDEMNITY

You indemnify, defend and hold harmless Bambrick Media in respect of all actions, claims, proceedings, demands, liabilities, losses, damages, expenses, and costs (including legal fees on a full indemnity basis), in connection with any of the following:

• any breach of this agreement;
• your negligent acts or omissions; or
• your use of the Services, including any 3rd party claims made in connection with or arising out of the Client’s use of the Service, other than use in accordance with this agreement.
• breach of third party Intellectual Property.
• You indemnify and agree to keep Bambrick Media, its directors, officers, and employees indemnified, against all loss arising from actions taken performing Services.

17. CONFIDENTIALITY

Each party agrees to keep confidential, and not to use or disclose except as permitted by these terms and conditions, any Confidential Information of the other party. The parties agree not to disclose these terms and conditions (including any schedules), or any details of a Purchase Order or Pricing Structure. This obligation of confidence extends to Confidential Information obtained by a party before entering into this agreement. Each Party shall refrain from making negative comments about the other Party, whether online or in person.

18. PAYMENT

Payment for work undertaken by SEO for Small Business Australia must be made by credit card (Visa, Mastercard, Amex) or automatic direct debit from your nominated bank account.

Invoices are generated automatically and full payment must be paid prior to the start of any work.

19. DURATION OF AGREEMENT AND ITS TERMINATION

Upon execution by both parties this agreement will take effect: immediately and remain in effect until it is paused or terminated by either party.

20. DISPUTE RESOLUTION

If a dispute arises out of or relates to this Agreement, a party claiming dispute shall give written notice to each of the other Parties designating as its representative in negotiations relating to the dispute a person with authority to settle the dispute on its behalf.