Last updated: 1 November 2024
These Terms of Service ("Terms") constitute a legally binding
agreement between you ("Client", "you", or "your") and AmplifiDigi
Pty Ltd (ABN 47 629 381 054), trading as AmplifiDigi ("AmplifiDigi",
"we", "us", or "our"), with its registered office at Level 12, 88
Walker Street, North Sydney, NSW 2060, Australia.
By engaging our services or using our website, you agree to be bound
by these Terms. If you do not agree with any part of these Terms,
you should not use our services or website.
1. Acceptance of Terms
By submitting a contact form, signing a service agreement, or
otherwise engaging AmplifiDigi to perform work on your behalf, you
acknowledge that you have read, understood, and agree to be bound by
these Terms, along with our Privacy Policy, which is incorporated by
reference.
We reserve the right to update these Terms at any time. Changes will
take effect upon posting to our website. For existing clients,
material changes to these Terms will be communicated via email at
least 30 days before taking effect.
2. Description of Services
AmplifiDigi provides social media marketing and digital promotion
services, which may include but are not limited to:
- Social media account management and community management
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Content creation, including graphic design, copywriting, and video
production
- Social media advertising campaign management
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Influencer identification, outreach, and partnership management
- Brand identity development and positioning strategy
- Analytics, reporting, and strategic consultation
The specific scope of services, deliverables, timelines, and fees
will be outlined in a separate service agreement or proposal
document provided to you before work commences. In the event of any
conflict between these Terms and a signed service agreement, the
service agreement shall prevail.
3. Client Obligations
To enable us to deliver our services effectively, you agree to:
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Provide timely access to social media accounts, brand assets, and
any other materials reasonably required for service delivery
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Provide prompt feedback and approvals on content, strategies, and
campaigns within agreed timeframes
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Ensure that all information, materials, and content you provide to
us are accurate, lawful, and do not infringe on the rights of any
third party
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Designate a primary point of contact for communications and
approvals
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Comply with the terms of service of all relevant social media
platforms
Delays in providing required materials, feedback, or approvals may
impact project timelines and deliverables. We are not responsible
for delays caused by your failure to meet your obligations under
this section.
4. Payment Terms
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All fees are quoted in Australian Dollars (AUD) and are exclusive
of Goods and Services Tax (GST), which will be added where
applicable.
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Monthly retainer fees are invoiced in advance on the first
business day of each month. Payment is due within 14 days of the
invoice date.
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One-time project fees may be invoiced in instalments as outlined
in the service agreement, typically with a 50% deposit required
before work commences.
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Advertising spend (media budgets paid directly to social media
platforms) is separate from our service fees and is the
responsibility of the Client unless otherwise agreed in writing.
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Late payments will incur an interest charge of 2% per month on the
outstanding amount. We reserve the right to suspend services if
payment is more than 14 days overdue.
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We accept payment by bank transfer (EFT), credit card, and direct
debit.
5. Intellectual Property
Content Created by AmplifiDigi
Unless otherwise agreed in writing, all content, designs, copy,
strategies, and other materials created by AmplifiDigi specifically
for the Client ("Client Materials") shall become the property of the
Client upon full payment of all associated fees. Until full payment
is received, AmplifiDigi retains all intellectual property rights in
such materials.
Pre-Existing Materials
Any templates, frameworks, methodologies, tools, or other materials
that AmplifiDigi has developed independently or prior to the
engagement ("Pre-Existing Materials") remain the intellectual
property of AmplifiDigi. We grant you a non-exclusive,
non-transferable licence to use any Pre-Existing Materials
incorporated into Client Materials for the purposes for which they
were provided.
Portfolio Rights
Unless you request otherwise in writing, AmplifiDigi may use samples
of work created for you in our portfolio, case studies, and
marketing materials for the purpose of showcasing our capabilities.
Client Materials
You retain all intellectual property rights in any materials, logos,
images, or content that you provide to us. By providing such
materials, you grant us a non-exclusive licence to use them solely
for the purpose of delivering the agreed services.
6. Confidentiality
Both parties agree to keep confidential all information received
from the other party that is not publicly available, including
business strategies, financial information, customer data, account
credentials, and proprietary methodologies. This obligation survives
the termination of the service agreement for a period of two (2)
years.
7. Limitation of Liability
To the maximum extent permitted by law:
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AmplifiDigi's total liability to you for any claims arising out of
or in connection with our services shall not exceed the total fees
paid by you to AmplifiDigi in the six (6) months immediately
preceding the event giving rise to the claim.
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AmplifiDigi shall not be liable for any indirect, incidental,
special, consequential, or punitive damages, including but not
limited to loss of profits, revenue, data, goodwill, or business
opportunity, regardless of the cause of action.
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We do not guarantee specific results, including but not limited to
follower counts, engagement rates, website traffic, or sales
figures. Social media performance is influenced by many factors
beyond our control, including platform algorithm changes, market
conditions, and competitor activity.
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We are not liable for any actions taken by social media platforms,
including account suspensions, content removals, or policy changes
that may affect service delivery.
Nothing in these Terms excludes or limits liability that cannot be
excluded or limited under Australian Consumer Law.
8. Termination
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Either party may terminate the service agreement by providing 30
days' written notice to the other party after the initial
commitment period (if applicable).
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AmplifiDigi may terminate the agreement immediately if the Client
fails to make payment within 30 days of the invoice due date, or
if the Client breaches any material term of these Terms or the
service agreement.
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Upon termination, the Client shall pay all fees for services
rendered up to and including the termination date, including any
work-in-progress.
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Upon termination and receipt of all outstanding payments,
AmplifiDigi will transfer all Client Materials and return access
to all social media accounts to the Client within 14 business
days.
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AmplifiDigi will securely delete all Client account credentials
within 30 days of termination.
9. Force Majeure
Neither party shall be liable for any failure or delay in performing
its obligations where such failure or delay results from
circumstances beyond the reasonable control of that party, including
but not limited to natural disasters, pandemics, government actions,
internet or platform outages, or cyber attacks.
10. Dispute Resolution
In the event of any dispute arising out of or in connection with
these Terms:
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The parties shall first attempt to resolve the dispute through
good-faith negotiation.
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If the dispute cannot be resolved through negotiation within 30
days, either party may refer the matter to mediation administered
by the Australian Disputes Centre (ADC) in Sydney.
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If mediation is unsuccessful, either party may commence legal
proceedings.
11. Governing Law
These Terms are governed by and construed in accordance with the
laws of New South Wales, Australia. Both parties submit to the
exclusive jurisdiction of the courts of New South Wales and any
courts of appeal therefrom.
12. General Provisions
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Entire Agreement: These Terms, together with any
signed service agreement and our Privacy Policy, constitute the
entire agreement between the parties and supersede all prior
agreements, representations, and understandings.
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Severability: If any provision of these Terms is
found to be invalid or unenforceable, the remaining provisions
shall continue in full force and effect.
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Waiver: The failure of either party to enforce
any right or provision of these Terms shall not constitute a
waiver of such right or provision.
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Assignment: You may not assign or transfer your
rights or obligations under these Terms without our prior written
consent. We may assign our rights and obligations to a successor
entity in the event of a merger, acquisition, or sale of assets.
13. Contact
If you have any questions about these Terms of Service, please
contact us: