TheAd Pty Ltd Terms and Conditions

Before you start working with us, please read carefully our terms and conditions. TheAd val ues every cust omer and t hese conditions ensure all parties are prot ect ed and informed inall decision making. For all questions please cont act us on ( 02) 8080 2100.

These terms and conditions are entered into by TheAd Pty Ltd ( “The Ad”) and the entity executing these terms or that accepts these terms electronically or accepts by the act of payment towards invoice/s linked to its account/s ( “customer”) .

These terms govern the customer’s use of The Ad’s services and product s, The Ad’s duties and responsibilities and the customer’ s duties and responsibilities.

1. The Ad warrants to give written communication by way of a quote relating to products and services to be given to the customer.

2. The customer warrants to give written communication to confirm or reject the quote from The Ad. The customer must in writing specify the quote they are confirming or rejecting in order for The Ad to pro-ceed further. The Ad acts in reliance to the customer acting on behalf of itself and any third parties they pur- port to or The Ad is led to reasonably presume to act on behalf of. The customer agrees to indemnify The Ad where no liabilities, warranties or damages or any such related action will be taken against The Ad should there be any misunderstanding of the customer’s identity, permissions given and/or authority or any pre- sumed identity or authority.

3. If The Ad discovers that any customer is not who they say they are, or does not have the authority they claim to have or has led intentionally or not The Ad to believe they have authority;, The Ad reserves the right to suspend or terminate all agreements immediately without financial refund or release of any goods or services until The Ad has verified the customer and authority has been established to a reasonable and lawful standard.

4. Once the customer gives confirmation of the quote, and The Ad has received and acknowledged this confirmation, The Ad will generate and send through an invoice to the customer.

5. The customer warrants to pay invoices in a timely manner within the set timeframe that is displayed on the invoice. The Ad warrants to send through electronic communication of all invoices when generated to the customer and paper copies when requested.

6. The Ad requires 50% deposit upfront once the invoice has been generated and sent through to the customer unless otherwise specified in the customer invoice.

7. The customer warrants to pay this deposit within a timely manner before the due date specified on the invoice or the date communicated electronically by the representatives at The Ad.

8. The Ad may commence work immediately after written confirmation has been received from the customer.

9. The customer warrants that if they wish to cancel after they have already given written confirmation,any work done by The Ad will be charged to the customer. This includes and is not limited to:

a. Hours worked by The Ad relating to the invoice
b. Subscription fees and set up costs relating to the invoice
c. Any costs for third parties or sub contractors relating to the invoice

10. The Ad warrants to provide services to the customer in a timely and reasonable timeframe agreed to in written communication with the customer.

11. The Ad warrants to have all services finalised and products delivered within the timeframe agreed to with the customer in written communication.

12. The customer will pay all changes incurred in connection with a program, using a payment method approved by The Ad or by the program in question, within a commercially reasonable time specified by The Ad and or as specified in the customer invoice.

13. The customer will pay all taxes and other government charges and legal fees incurred by The Ad in collecting late payments that are not disputed in good faith.

14. The Ad will not be held liable by the customer, or any of its associates or other third parties for any loss suffered in a delay in the delivery or production of goods and services.

15. No party may offset any payment due under these terms against another payment made under these terms.

16. A valid and current credit card is required to be linked to the customer’s account. The Ad values the customer’s privacy. Please see our Privacy section in this agreement.

WINDOW OF ALTERATIONS

17. The Ad warrants to complete all tasks to standard and to the specifications of the customer per written communication. The customer warrants that once work is finalised and submitted to them as complete; they have 5 business days to request minor changes. Minor changes are understood to be alterations and changes that do not change the overall design, scope, or size. Wording changes, images changes and structural alterations are seen as minor. A new web page or an additional feature are not considered minor. The customer warrants once this window of alterations of 5 business days has passed, no further changes will be made by The Ad.

18. Any further changes, amendments or work after the window of alterations will be treated as a new request. The Ad will send through a quote relating to the requests of the customer and a new invoice will be generated once confirmation is received.

ACCESS

19. Where the customer requests access to programs, the customer is solely responsible for its use of the programs and use of program accounts, and safeguarding usernames and passwords.

20. The customer warrants that the customer holds, and hereby grants The Ad permission to act on their behalf as their nominated advertiser to third parties and affiliates. Information of the customer will be shared on a need to basis to these third parties and affiliates in order for The Ad to perform its duties and requirements for the customer. For example, the customer business name, number, description and so forth will be given to Google depending on the scope and nature of the customer’s advertising requests.

21. Subject to these terms, The Ad will use its reasonable endeavours to have The Advertisement of the customer published through third parties and various sites, sources and parties, as agreed with the customer. “advertising” includes images submitted for publication and content or information relating to publishing advertisements.

22. The customer grants The Ad non exclusive, royalty free, right to act on their behalf to advertise and promote the customer. The customer gives third parties that The Ad may interact with or associate with a world wide , the fullest extent permitted by law and subject to the conditions within this agreement, The Ad and the customer and any other related parties, each on behalf of itself and their affiliates, exclude all implied warranties, including without limitation for non-infringement, satisfactory quality, merchantability,and fit- ness for any purpose. To the fullest extent permitted by law and subject to the conditions within this agreement, The Ad and its programs, services and products are provided “as is” and at customer’s risk. These con- ditions do not exclude the rights and remedies the Australian Consumer Law terms that cannot be excluded to the extent that the relevant laws permit The Ad to limit their operation.

23. To the fullest extent permitted by law but always subject to the terms of this agreement, no party or its affiliates may be held liable under or in connection with these terms (whether in contract, tort including without limitation, negligence, or otherwise) for any loss of anticipated savings, loss of profit, loss of business opportunity, loss of or corruption of data, loss or damage resulting from third party claims or indirect, special or consequential losses, suffered or incurred by the customer or an of its affiliates (whether or not such losses were in contemplation of the parties at the time of this agreement and these terms were accepted by the customer).

PRIVACY

The Ad collects a customer’s personal information to provide The Advertising to the customer and for invoicing purposes.The Ad may disclose this personal information within The Ad, to legal agencies for debt recovery, or to other third parties as part of the provision of The Advertising. The customer consents to the disclosure of their personal information in The Advertising to third parties and to personal information being published by a third party.

Each party agrees to take all reasonable precautions to prevent any unauthorised use, disclosure, publi- cation, or dissemination of the information shared between The Ad and the customer on behalf of itself or any third party.

GENERAL

These terms, with any other written agreement from The Ad to the customer, represent the entire agreement of the customer and The Ad for advertising and products and services. They can only be varied in writing by an authorised officer of The Ad. No purchase order or other document issued by the customer will vary these terms.

SEO

The Ad provides the SEO service to customers on a periodic subscription model based on the level of support and on going optimisation that is required. The Ad provides to the customer its SEO service that is aimed, but not guaranteed, to optimise pre-defined keywords and phrases. The customer agrees to the following:

– The SEO service is not guaranteed, but will be performed to the best of The Ad’s knowledge and ability.
– The customer agrees to be satisfied once it has chosen to engage The Ad to implement the SEO service.
– The customer’s website ranking with a particular search term will rely on both the relevancy of that term on their pages, the popularity of that term on other sources and the relevance of the back-links to the customer’s website to the search term.

– Although Google’s results are displayed on other search engine, the work that is carried out by The Ad is aimed at increasing visibility and boosting ranking on Google, Facebook and other sources the customer has agreed to or that The Ad views is best for the customer based on their account. It is not possible to give 100% guarantee for any specific result on any search engine, nor can The Ad quantify the level of increased traffic or sales as a result of the SEO campaign.

– No guarantees will be given as to the customer’s website ranking as the search engines change their ranking algo- rithms on a regular basis and new sites and competitor sites may be being optimised and submitted continually. It is possible for the customer’s website’s rankings to go backwards, if this were to happen, no liability will be on The Ad and no refunds or discounts given. The customer warrants to these terms should this situation arise.

The customer grant authority to submit the website pages being promoted to search engines and directories.

The Ad will have the ability to optimise the structure and content of clients’ web pages. Such changes generally have a minimal visual impact. The Ad will work directly with the customer in order to maintain the original look and feel of the website.

The client must provide The Ad with log-on information (username and password) to gain access to the website. The Ad will maintain confidentiality of log-in information according to The Ad’s privacy policy. The customer must inform webmasters or anyone else who has access to the Website that The Ad are performing SEO services on the site. The customer must allow implementation of all optimisation strategies on their website. The customer is responsible for ensuring that the website is always active and accessible.

Any SEO work that The Ad undertakes may be detrimentally affected if the customer:

– employed the services of another SEO Company or any other related company to work on the website during the same period, or

– employed the services of a search engine submission company during the same period, or

– Created any duplicate sites, duplicate content or pages, redirects or doorway pages, or

– Requested or exchanged links with link farms or undertaken any spamming techniques which may harm the website’s ranking with Google, or

– Attempted to use any other techniques, whether allowed by Google or not, to attempt to increase the SEO ranking of the site, or
Any other additional SEO or SEO related activity.

The Ad will not be held responsible for reaching any agreed upon targets if the customer or any of its affiliates or other third parties on behalf of itself have attempted to complete any of the above listed tactics.