1. Introduction
2. Definitions
3. Information for Users
3.1 Disclaimer
3.2 Copyright Policy
4. Privacy
5. Obligations
5.1 JBC will do the following
5.2 The Client agrees to do the following
6. Liability
7. Indemnity
8. No Third Party Endorsements or Liability
9. Acceptance of Orders
10. Payment of Fees
11. Copyright and Intellectual Property
12. Confidentiality
13. Governing Law and Jurisdiction
1. Introduction
Unless specifically stated otherwise, these General Terms and Conditions govern
(a) the use of the James Bull Consulting Pty Ltd (ACN 130 830 883) ("JBC") website with URL http://www.jamesbull.com.au ("Website"); and
(b) all transactions between JBC and its Clients and Referrers.
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2. Definitions
"Client" means any corporation, organisation or person to whom JBC is providing Services and includes any Referrer.
"Confidential Information" means information that is by its nature confidential but does not include
(a) information already known to the receiving party at the time of the disclosure by the other party; or
(b) information in the public domain other than as a result of disclosure by a party in breach of its obligations of confidentiality under these General Terms and Conditions.
"Fee" means any monies that a Client is liable to pay JBC in return for Services performed by JBC.
"Intellectual Property" includes, but is not limited to, artwork, brand marks, trademarks, style guide, patents, copyrights, processes, know-how, images, designs and other confidential or proprietary information.
"JBC" means James Bull Consulting Pty Ltd ACN 130 830 885.
"JBC General Terms and Conditions" means these terms and conditions contained herein.
"Links" means any links to third party websites contained on the Website.
"Referrer" means any Client to whom JBC provides the Services with the intention that the Services be on-sold to an end-user client by the Referrer.
"Services" means any work that JBC performs for a Client or Referrer, including but not limited to website planning, website content writing, web content management, and providing any advice or consulting regardless of whether or not JBC charges a fee for such work.
"Website" means the James Bull Consulting Pty Ltd website that has the URL http://www.jamesbull.com.au including any sub domains but excluding any third party Links and websites.
"User" means any person, corporation or organisation (whether a Client or not) who enters the Website, whether on a one-off or regular basis.
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3. Information for Users
3.1 Disclaimer
All information on the Website is for general information purposes only and while it is as accurate and well-informed as possible, it is not intended to address any specific needs of any specific Client or User.
Any User using any of the service descriptions, resources or any other content on the Website must apply their own judgement and common sense in deciding if the information is relevant to their specific needs.
JBC shall not be liable for any costs, loss or damage that any User incurs or suffers as a result of their reliance upon any information or advice contained on the Website.
3.2 Copyright Policy
Copyright in all content and trademarks contained on the Website belong to JBC, unless otherwise stated.
Unless otherwise stated in relation to any specific content on the Website, Users may download the content of the Website and use it for any purpose provided that they:
(a) Do not sell or trade the content or use it to obtain any commercial advantage or benefit;
(b) Acknowledge JBC as the source;
(c) Make no changes to the content; and
(d) Where practical to do so, provide a link to the Website (or the written URL if the content is printed).
Other trademarks and material may be displayed on the Website belonging to third parties. Copyright of such third party material rests with the third party. Nothing displayed on the Website should be construed as JBC granting any licence or right to use copyright material contained on the Website without the express written permission of the relevant owner.
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4. Privacy
JBC does not supply details and other Confidential Information of any Client or User to a third party, without the consent of the Client or User.
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5. Obligations
5.1 JBC will do the following
(a) Provide Services in accordance with these General Terms and Conditions and any specific terms and conditions mutually agreed between JBC and the Client.
(b) Refrain from disclosing to any third party the specific details of Services that will be provided, are being provided, or have been provided for the Client, without first obtaining express permission from the Client to do so.
5.2 The Client agrees to do the following
(a) Pay to JBC all the Fees due and payable in accordance with agreed payment terms as specified on quotations and invoices that it receives from JBC or as specified in any agreement entered into with JBC.
(b) Provide JBC with adequate instruction to complete the Services and shall make decisions, provide approvals and obtain all necessary authorisations in a timely manner.
(c) Provide JBC with any information that is required to complete the Services in an adequate and timely manner.
(d) Provide JBC with any assistance requested by JBC, in a timely manner, including, but not limited to, responses to questions and responses to draft documents.
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6. Liability
6.1 To the extent permitted by law, JBC limits its liability in connection with providing the Services to the sum of the Fees received by JBC from the Client.
6.2 JBC will not be liable for any failure or delay in performing the Services if that failure or delay arises from anything beyond its control.
6.3 JBC will not be liable for any indirect, incidental, special, punitive or consequential loss or damage.
6.4 JBC accepts no responsibility or liability for any work provided to the Client in accordance with the Services once that work has been provided to the Client.
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7. Indemnity
The Client shall indemnify JBC against all liabilities, claims, costs or expenses (including legal fees and disbursements) incurred by JBC in respect of any third party claim which is related to, arises out of, or is in any way associated with the Services provided by JBC, except to the extent that such claims, costs or expenses arise out of the negligent, wrongful or wilful acts or omissions of JBC.
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8. No Third Party Endorsements or Liability
Links to third party websites and information may appear on the Website from time to time. JBC is not responsible for the information contained on any third party website and shall not be liable for any damages or costs incurred by the User from the use of any third party website.
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9. Acceptance of Orders
Acceptance of any request or order from a Client for Services is subject to JBC's written confirmation of acceptance of the request or order, even where JBC has provided a written quotation for the Services.
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10. Payment of Fees
10.1 The Client will pay the Fees as per the payment terms specified on the quotation provided by JBC or as specified in any agreement entered into between JBC and the Client.
10.2 If there is any delay in providing the Services, beyond the control of JBC, then JBC will invoice the Client for any work in progress.
10.3 The Fees are exclusive of GST and the Client shall be liable to pay the amount of GST payable on the Fees in addition to the Fees.
10.4 If the Client fails to pay the Fees in accordance with 10.1 then JBC may suspend any or all of the Services until payment in full is received.
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11. Copyright and Intellectual Property
Ownership of any Intellectual Property including copyright in any work provided by JBC to the Client transfers to the Client only upon payment by the Client, in full, of all Fees owing to JBC.
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12. Confidentiality
Neither JBC nor the Clients will, without the prior express written approval of the other, disclose the other's Confidential Information.
Neither JBC nor the Client will be in breach of this clause in circumstances where they are legally compelled to disclose the other's Confidential Information.
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13. Governing Law and Jurisdiction
All work provided by JBC is governed by, and construed in accordance with, the laws of the State of Western Australia and both Clients and JBC irrevocably submit to the exclusive jurisdiction of the Courts of the State of Western Australia.
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