General Terms and Conditions for RAM Marketing
Updated 8 th January 2007
• General
These conditions of RAM Marketing apply to the exclusion of any terms or conditions of the Customer. No variation of these conditions will be binding on RAM Marketing or form part of any contract unless expressly accepted by RAM Marketing in writing.
2. Estimates
RAM Marketing will usually attempt to estimate a price. Where possible a full brief, preferably in writing should be supplied by the Customer to RAM Marketing before such an estimate can be prepared.
• Cost Variations
While every effort is made to provide a fixed quotation for the work to be undertaken (based on discussions and correspondence with the Customer), please be advised that should additional elements be required that have not been out lin ed in this document then all prices quoted will need to be adjusted accordingly. RAM Marketing quotations for design work are based upon projected working hours at the current stu dio rate, plus materials, and are subject to amendment on or after acceptance to meet any rise or fall in such rates or material costs. Any increased charges or costs arising from alterations or additions to contractual specifications or to work previously approved, may be charged to the Customer. Other expenditure such as material subcontracted on behalf of the Customer will be quoted separately.
4. Consequential Loss
RAM Marketing shall not be liable for any loss or damage, whether direct or consequential, which is or may be occasioned to the Customer or to any person with whom he is in contractual relations which is in any way attributable to any delay in performance or completion of any contract between RAM Marketing and the Customer, however that delay arises.
5. Customers Property
Customers property when supplied to RAM Marketing will be held at the risk of the Customer, although all reasonable care will be taken to prevent loss or damage. If 3 rd parties are sub contracted by RAM Marketing and are to use this artwork to complete their requested task, then all artwork remains the property of the RAM Marketing customer and may not be copied or used in any manner by the 3 rd party for their own works outside of RAM Marketing. Once the job has been completed all copies of the artwork either hard or
soft are to be returned to RAM Marketing or be completely deleted from their systems or servers.
6. Initial Work
Work produced, whether experimentally or otherwise, at Customer request will be charged for unless otherwise agreed in writing. If the Customer wishes to terminate an order at this stage, a termination invoice will be drawn up charging for time and materials up to this point.
7. Proofs
Final proofs will be presented by RAM Marketing to the Customer for approval prior to publishing. When approval is given by the Customer in the form of a signature upon our approval document, he/she is assumed by RAM Marketing to have stu died all aspects of the material presented and to be satisfied with them, noting any exceptions in writing.
8. In The Event That
(a) the customer becomes apparently insolvent ( within the meaning of the Bankruptcy) or makes any voluntary arrangement with it's creditors, or (b) a petition is presented or a resolution is passed to wind up the customer (other than for the purposes of reconstruction or amalgamation as a solvent company ), or (c) a receiver is appointed over the whole or any part of the assets of the Customer or an administration order is made in respect of the Customer, or (d) the Customer shall otherwise cease trading, or (e) any diligence, distress, execution or other process is levied or enforced against any property of the customer, then in any such event RAM Marketing shall ( without prejudice to any other right or remedy available to it ) be entitled to cancel any contract between
itself and the Customer or suspend any further deliveries of goods or the provision of any further services under any such contract without any liability to the Customer and if any goods or services have been delivered or supplied but not paid for, the price of such
goods and services shall become immediately due and payable, notwithstanding any previous agreement or arrangement to the contrary.
9. Copyright
(a) The Customer shall not submit for use by RAM Marketing anything whose use would constitute an unauthorised dea lin g with copyright material. In the event of any breach of this condition resulting in such an unauthorised dea lin g, the Customer shall remain liable to pay all sums due to RAM Marketing under the relevant contract and shall further indemnify RAM Marketing against any loss, costs or expenses attributable to such unauthorised dea lin g.
(b) All copyright and other intellectual property rights in any work created, commissioned or otherwise acquired by RAM Marketing in implementation of any contract between RAM Marketing and the Customer shall remain with RAM Marketing until full payment has been made. For the purposes of these conditions, WORK means and includes any artistic, literary or dramatic work within the meaning of the (amended) Copyright.
10. Payment
A payment will usually be taken when work begins. Invoicing may be split into agreed phases in the event of lengthy jobs. The final payment will be taken upon completion of finished artwork or development. Divided payments by standing order may be considered under certain circumstances such as regular consultancy or administrative work.
10.1 Payment (Maintenance)
Maintenance rates will become effective if one of the following is met (a) the original site has been created and paid for in full. (b) Otherwise stated in writing by a RAM Marketing representative. Maintenance will be charged out at the current Maintenance Rate and will be charged at 15 minute intervals. RAM Marketing has the right to decide if a job meets maintenance or design/development title. If the job meets a design title then the design rate will be applicable.
10.2 Payment (Project Postponement )
If a project is postponed or cancelled by anyone other than RAM Marketing after more than 50% completion, then the balance of works will be invoiced and then completed at the customers continuation date (if any). If the project is cancelled before 50% completion then a refund will be issued minus charges accumulated by RAM Marketing or any 3 rd party costs that RAM Marketing occurred during the project. These prices will be calculated at RAM Marketing's standard design/development rate based on the hours already spent including any 3 rd party costs. Setup costs are not refundable. Administration costs will also be applicable. Percentage of works completed will be calculated on current hours spent minus current hours quoted. Proof in the form of
a project time sheet will be provided to the customer.
11. Terms
All payments must be made before the invoice due date, unless agreed otherwise. Prices quoted by RAM Marketing are inclusive of GST which will, where appropriate, be payable by the Customer.
12. Title
Ownership of any work delivered to the Customer under any contract between RAM Marketing and the Customer, or of any other goods delivered under any such contract, shall not pass to the Customer until payment in full of all sums due to RAM Marketing under such contract has been made to RAM Marketing. The risk of damage to or destruction of any item delivered by RAM Marketing to the Customer shall pass to
the Customer upon delivery, notwithstanding that ownership of the item has not then passed, and the Customer shall ensure that such item is adequately insured from time of delivery.
13. Sub Contracting
RAM Marketing may employ any person, company or firm as a subcontractor for the production or provision of any design/development or any other items produced by RAM Marketing for the Customer.
14. Nonpayment
Failure by the Customer to meet financial obligations may result in legal proceedings by RAM Marketing under which circumstances ALL legal costs and other administrative expenses will be recoverable in full by RAM Marketing
15. Search Engines
A specific position in the search engine results is not guaranteed. We will make every attempt to obtain a Top Ranking for your keyword phrases, but are not liable for circumstances beyond our control. Such as change in policies of the search engines involved, spontaneous drops our other anomalies out of our control.
15b. We will not index sites that promote hate or discrimination based on race, religion, sex, age, sexual orientation or any other type of grouping. We reserve the right to refuse to promote any site we deem as unacceptable for any reason, without explanation.
15c. RAM Marketing shall have no responsibility under this agreement during periods when the search engine is not available either for searching or submissions. RAM Marketing will not be responsible for any further damages of any kind.
15d . RAM Marketing will not 'spamdex' your pages into unrelated keyword categories. That means that if your page is the "cheap car insurance" page, we will not index it into the "ford trucks" keyword search page. This kind of indexing is harmful to useful operation of all search engines.
16 . Website Hosting
While RAM Marketing is happy to recommend website hosting companies, RAM Marketing is not responsible for the actions of these companies. Relating to your chosen website hosting company, RAM Marketing will not be liable for any (1) suspension or loss of the service(s), including, without limitation, domain name registration services and web hosting services, (2) use of the service(s), including, without limitation domain name registration services and web hosting services, (3) interruption of the website hosting company's services or interruption of the customer's business, (4) access delays or access interruptions to the website hosting company's web site(s) or service(s) or delays or access interruptions the customer experiences in relation to the services offered by the website hosting company; (5) loss or liability resulting from acts of or events beyond the website hosting company's control (6) data non-delivery, mis-delivery, corruption, destruction or other modification; (7) loss or liability resulting from the unauthorised use or misuse of the website hosting company's account; or (8) application of the dispute policies. RAM Marketing will also will not be liable for any indirect, special, incidental, or consequential damages of any kind (including lost profits) regardless of the form of action whether in contract, tort (including negligence), or otherwise, even if the website hosting company has been advised of the possibility of such damages.
16b. Please make yourself familiar with the terms and conditions of your website hosting company. This information can usually be found on the website hosting companies website.
16c. RAM Marketing cannot guarantee the security of the website hosting company and additional components may need to be added to upgrade or enhance the a websites security. |
