Terms and Conditions

The named “Client” (hereinafter referred to as “Client”) is engaging “SearchGroup Pty Limited” (also referred to as SearchGroup) as an independent contractor for the specific purpose as stated in the proposal, quote or invoice.            
This Agreement is effective upon the date (the "Effective Date") shown on the Application Form and shall continue for a minimum term of two (2) months, unless otherwise agreed and another term is specified ("Initial Term")           
           
Acceptance of this application, proposal, quote or invoice, automatically constitutes the acceptance of the following Terms & Conditions of Trading. This agreement constitutes the sole agreement between SearchGroup and the “Client” regarding work outlined in the attached proposal, quote or invoice. Any variations not specified in this agreement or any other amendment or modification to this agreement must be authorised by a written           
request signed by both SearchGroup and “Client” and will be billed accordingly. This includes additional consulting work, after the initial consulting and setup outlined in the proposal, quote or invoice. Items not mentioned in this proposal or quote will be considered variations.            
           
All service prices specified in this agreement will be honoured for 3 months following the date of this “unsigned” contract.            
           
PAYMENT Work will not commence without signed return of this Agreement. A 50% deposit of the above quote is to be paid prior to commencement of work. Balance must be paid after 90 days or based on the terms of the quote or invoice provided by SearchGroup. SearchGroup reserves the right to cease work on, remove or disable any project until the required payment is made.

  
“Client” agrees to pay us for any reasonable costs incurred by that process, including lawyers fees and other expenses.            
           
"CLIENT" LEGAL COMPLIANCE AND INDEMNIFICATION The ‘Client’ acknowledges that SearchGroup has no control over the nature in which search engines index websites and rank a website based on key terms. SearchGroup will not be held accountable for how third party organisations deliver their services, including:            
(i) search engines listings and paid advertising; (ii) media networks and websites displaying listings or ads; (iii) email service and marketing providers; (iv) other online and offline media and marketing agencies;           
           
When using third party products and services it is the sole responsibility of the “Client” to use Services in accordance with all applicable local, state, federal and foreign laws and regulations,  including but not  limited to, laws and regulations pertaining to telemarketing, facsimile advertising, commercial email, personal data privacy and export control.             
           
The “Client” also agrees to comply with SearchGroup’s Privacy and SPAM Policies, located on the SearchGroup Web Site and incorporated herein by this reference, as such policies may be amended from time to time during the term of this Agreement.            

Breach by ‘customer’ of this is grounds for immediate suspension by SearchGroup of Services and termination of this Agreement.           
           
Search Group is not liable or responsible for moved or lost files that have been initially uploaded by Search Group and then moved or lost by a third party, including a web developer or client themselves.            
           
GENERAL This Agreement shall be interpreted and governed by the laws of the State of Western Australia without regard to its rules governing conflicts of law, and the parties agree to submit to the exclusive jurisdiction of the            
State or Federal courts located in or with responsibility for Western Australia to resolve any disputes arising hereunder.           
           
Each party acknowledges that, in the course of performing its duties under this Agreement, it may obtain information relating to the business, the Services and to the other party that is of a confidential and proprietary nature ("Proprietary Information"). Such Proprietary Information may include, but is not limited to, trade secrets, know-how, inventions, techniques, processes, computer programs, schematics, data, ‘customer’ lists, financial information and sales and marketing plans. Without limiting the foregoing, this Agreement and the pricing terms referenced herein shall be considered Proprietary Information of SearchGroup.           
           
Each party and its employees and agents shall at all times, during the term of this Agreement and thereafter, keep in trust and confidence all Proprietary Information and shall  not use such Proprietary Information other than in the course of their duties under this Agreement, nor shall either party or its employees and agents disclose any of such Proprietary Information to any person without the other party's prior written consent. Each party acknowledges that any such Proprietary Information received by the other party shall be received as a fiduciary of the other party. Each party further agrees to immediately return to the other party or destroy all Proprietary Information in the its possession, custody or control in whatever form held (including all copies of all written documents relating to that) upon termination of this Agreement or at any time, or from time to time, upon the request of the other party.