Terms and Conditions
Last updated: 27 May 2019
Standard Terms and Conditions
1. Changes or Variations to Proposal Requirements may incur additional charges. Where changes requested by the Customer during Implementation involve the introduction of additional capability or significant increases in the amount of content to be added to a Website, upon agreement with the Customer, additional charges will be applicable. Changes will be incorporated once all additional charges have been paid.
2. Website Hosting is invoiced Quarterly in advance or Annual in advance. All Website Hosting fees issued as an Invoice to a Customer must be paid promptly within the Terms of Payment which is generally 7 Days, unless agreed by Llamablue to be different.
3. Domain Registration is invoiced Annual or for 2 Years in advance. These fees are non refundable.
4. Standard Invoice Payment Terms are strictly 7 Days net unless a variation is agreed by Llamablue. Initial Implementation invoices and Final Implementation invoices as well as Ad-hoc Website Development support invoices will be due on the date of issue. These invoices must be paid to commence launching a project, launching a website or continuation of ad-hoc work respectively.
5. Invoices Payments must be paid promptly. Failure to pay invoices by the due date will be subject to the Llamablue Late Payment Policy (shown below).
6. Introductory Training is in person or via telephone / Skype and is up to 1 hour in total. Additional training is available at an additional cost (see Additional Support costs).
7. Additional Support is charged at our Support Fee of $95 + GST (if applicable) per hour requested. Website Support for content changes is charged at $95 + GST per hour.
A Rush Fee applies for work required to be completed in less than 10 business days. This fee is an additional $25 + GST per hour.
These prices are subject to change and may be altered by Llamablue at any time.
8. Cancellation and Exit from Llamablue Services
There are no Exit Fees if a Customer elects to use a different supplier, subject to the conditions listed as follows:
Cancellation of Website Hosting Invoices are only available at the discretion of Llamablue if the Invoice Due date has not expired and the Customer has informed Llamablue prior to the Invoice Due date of their intention to exit.
Where a Customer informs Llamablue they wish to exit Llamablue Services, any outstanding Website Hosting invoices where the Invoice Due date has already expired, must be paid in full before Llamablue will complete the transfer of their site, email and domain names to a new supplier.
9. These Terms and Conditions may change over time, but will remain updated on this page.
Detailed Terms and Conditions
The following Detailed Terms and Conditions support our Standard Terms and Conditions. These are as follows:
1 Confirmation of a Website Project
Before starting a Project, we require the customer’s written confirmation, by email that they are agreeing to us working on a Project for their business, and of acceptance of the Proposal. It will be assumed that this confirmation also binds the client to these Terms and Conditions.
A contract will exist only between Llamablue and the Customer, not between Llamablue and any third party. The Customer agrees to indemnify Llamablue against any claim for compensation or damages brought about as a direct or indirect consequence of any work we do for you or your organisation.
Throughout the term of the Project, all website development material is the property of Llamablue, transferring to the client when final payment is made. Until such time, the client is banned from reproducing, altering or redistributing any material produced by Llamablue.
Any material created or provided by the Customer to Llamablue remains the property of the Customer for the duration of the Project.
Once copyright transfers to the client, and unless expressly agreed otherwise, Llamablue retains the right to use all or a portion of the website development material for promotional purposes.
If a Project is cancelled at any stage before it is finished, Llamablue retains copyright of website development, regardless of any previous payments. Any Customer provided material will in this case be returned to the Customer and Llamablue will remove all such material from its systems.
4 Payment Terms
Llamablue’s Proposals for website design and hosting require an upfront payment of between 35 - 50% of the Implementation fees in order to commence the Project. This is detailed in the Customer Proposal. The Project will not commence until payment of this amount is received.
Projects are progressively invoiced for the Implementation fees. A Final Implementation invoice must be paid in full prior to the Website or Domain becoming live on the internet, unless at the discretion of Llamablue an alternative arrangement is agreed.
If the Customer decides at any time to disengage from Llamablue during the Implementation of a Website then any Implementation fees paid to the date of disengagement are not refundable. This acknowledges that Projects require considerable expenditure of resources and that while a Customer can disengage they will forfeit any payments made.
For Ad-hoc work on a website not hosted by us, Llamablue will invoice a customer 1 to 2 hours upfront which must be paid prior to commencing work on the customer site. This is the minimum charge for Llamablue to conduct ad-hoc work on a website. The balance of the ad-hoc work will be invoiced progressively as work items are achieved.
Llamablue will make every effort to test a Website prepared for the Customer. There are no guarantees, however, that the Website will be free of any typographical, grammatical or factual errors nor that every function will work without error. It is the responsibility of the Customer, in Acceptance of the Website, to ensure that all the Website content is factual and correct.
The Customer agrees to test functionality and check any content submitted by the Customer or developed by Llamablue on behalf of the Customer and indemnify Llamablue against any costs that may arise from the appearance of any errors in Website or Website content. While we do our best to ensure that our work complies with the law, it is the Customer’s responsibility to submit a Website and its contents for legal review if required.
It is also the Customer’s responsibility to ensure any rights or consents have been obtained when reproducing such things as images and graphs, and the Customer indemnifies Llamablue of any legal repercussions that may be incurred on publication or promotion of the Website by the client.
Llamablue agrees to keep all material supplied by the Customer for the purposes of the Project/s confidential and will sign a Non-Disclosure Agreement (NDA) if required. The Customer, however, agrees to indemnify Llamablue for any claim for compensation or damages as a result of accidental disclosure or loss of information.
8 Rush Fees For Projects
While we would prefer not to rush any Project, as it may compromise quality, we do understand that some things cannot be planned well in advance. If a project is urgent and requires a turnaround of less than 2 weeks, being the equivalent of 10 Australian business days, a rush loading will apply. See Additional Support above for the current Rush Fees.
9 Late Payments
Late Payments are payments that are:
More than 30 days late in the case of Website Implementation or Quarterly Website Hosting or Domain Registration
More than 14 Days late in the case of Annual Website Hosting
Where a Customer has a Late Payment outstanding the following actions will be taken by Llamablue:
A Statement will be sent via email to the Customer requiring immediate payment.
After two (2) further business days, a final warning will be issued via email that failure to pay will result in the Website being Suspended.
After and additional two (2) business days, if payment is not received in full, or an agreement made with the Managing Director of Llamablue, then the Website will be suspended and an email notifying the Customer of the suspension will be sent.
If the Customer has not contacted Llamablue or responded to any requests via email or telephone, the account will be frozen and the Website will be Suspended. A Suspended Website will not be accessible to the public or via login. The Website will be restored and email functions once payment has been made by the Customer.
The Customer understands and accepts these Late Payment provisions and must communicate with Llamablue where they are unable to meet a payment term. The Customer indemnifies Llamablue for any costs or damages as a result of failure to pay and the resultant suspension of their Website.
10 Customer Payment Plans
Customer Payment Plans are available though only in exceptional circumstances and at the discretion of Llamablue. Where a Customer agrees to a Payment Plan proposed by Llamablue, they must meet all the conditions set out in the Payment Plan. Failure to do so will result in a suspension of their Services until the Payment Plan adhered to.
11 Included Support
Where support is included in hosting, e.g. one (1) hour of support per quarter, this support expires at the end of the each three (3) month period to which that hosting period applies. If a customer received hosting from March 15th - June 14th, then each support hour, one hour in this example, would expire whether it is used or not, at midnight on June 14th.
Support that is offered as an inclusion to hosting is not cumulative and cannot be used after the hosting period it applies to has expired. In the following hosting period, the next quarterly period in this example, a new hour of support would be applicable.
Included support only applies where the proposal has specifically stated it as an inclusion.
From 1 October 2017, free support, unless otherwise specified, is for the initial 12 months hosting period of a customer. Existing customers of Llamablue at 1 October 2017 will continue to receive free support until 31 December 2019.
12 Guarantee of Supply (Uptime and Downtime of Services)
The services provided by Llamablue use a variety of suppliers, mostly cloud-based IT services. Examples of these are Virtual Private Servers (VPS), Content Management Systems (CMS) and online shopping cart applications.
Our suppliers usually have formal Disaster Recovery Plans and Procedures, Business Continuity Plans and Procedures. However, Llamablue is not able to guarantee any of our supplier services and cannot therefore provide any guarantees to our customers of uptime of their websites or associated services such as email.
Llamablue has an unaudited history of providing greater than 97% uptime. Unscheduled controlled and unscheduled uncontrolled downtimes occur. Where an unscheduled or scheduled downtime exceeds 4 hours, Llamablue will use best endeavours to inform all affected customers detailing the expected time to restoration. Further updates will be issued to affected customers during normal business hours periodically until the downtime has finished. Llamablue typically provides an explanation for the downtime once the root cause has been identified and confirmed with the relevant supplier.