TERMS & CONDITIONS:
1. WEBSITE OWNERSHIP
Atomic Digital Marketing maintains at all times full ownership of its website properties which it leases to its clients. The client does not have any ownership rights upon the websites it leases from Digital Agency Partners. The client pays a monthly fee in order to have access to the leads derived from Atomic Digital Marketing-owned websites.
All editorial marketing copy added to the website while the website is leased to the client becomes the property of Atomic Digital Marketing. If a client wishes Atomic Digital Marketing to publish information on the website which consists of the client’s exclusive intellectual property, the client needs to specifically state this in writing supplied to Atomic Digital Marketing. Atomic Digital Marketing will confirm receipt of this notification.
If the client terminates the contract Atomic Digital Marketing will immediately commence the re-letting of the website for any market rate.
While our company’s philosophy & success is built around mutually-beneficial long-term partnerships, Atomic Digital Marketing retains the unconditional right to cancel the rental contract at its own discretion for any reason whatsoever.
2. WEBSITE LEADS
Leads generated by the site’s enquiry form are provided to both parties simultaneously so both parties (leaser and leasee) remain aware of how much business / revenue is being generated. In normal circumstances Atomic Digital Marketing do not contact the leads, they remain the client’s lead, however Atomic Digital Marketing reserves the right, in case of disagreement over revenue, to confirm with the lead whether they became a customer of the leasee or not.
3. RENTAL FEE ADJUSTMENTS
Upon completion of any designated rent-to-build phase, the agreed rental fee of the website property is subject to immediate alteration where the Lead Generation causes 10% commission to be higher than any designated rental fee.
It’s agreed by both parties the mid-to-long-term rental fee remains at 10% of the website’s Lead Generation yield.
The client agrees to submit a monthly financial summary to Atomic Digital Marketing so Atomic Digital Marketing can process a 10% fee as payment for the following month.
Atomic Digital Marketing reserves the right to cancel the rental agreement at any time if it suspects concealment of revenue. Such a decision will be deemed to be final – no future association will be possible.
4. PAYMENT TERMS
Monthly fee:
The client is required to pay the monthly rental fee upfront in order to maintain their rental of the website property/ies. All payments are required to be credit card payments held securely on file by Atomic Digital Marketing
Atomic Digital Marketing reserves the right to do the following:
i. After a payment is 3 days overdue access to leads via sources such as a customised 1300 phone number / or email will be temporarily closed. Re-commencement of the website service will be activated once payment of the due amount has been settled.
ii. Leads accumulated during temporary website closure can be purchased at an additional cost to be negotiated between the client and Digital Agency Partners.
iii. At the sole discretion of Atomic Digital Marketing after 14 days payment overdue all customised content submitted by the client that displays branding and company identity will be removed. Atomic Digital Marketing also reserves the right to permanently terminate the client’s association with the website and transfer all controls of the website to any third party.
If rental fees are not regularly paid within the agreed time frame Atomic Digital Marketing reserves the right to terminate future services for the client. If the invoice isn’t paid in full within 30 days a flat fee of 15% will be added to the total of the invoice for each month or part thereof in which the fees remain unpaid.
5. CUSTOMISATIONS
Atomic Digital Marketing’s website properties are designed & developed to rank as high as possible on Google’s search engine. In order to maintain the stability of page rankings for the websites, there are clearly defined limits on how much customisation a client can have on each website. Major structural changes may affect Google search engine rankings. The rankings may be recovered – however a new length of time may be required for recovery of Google page rankings. In some cases rankings may never be recovered.
At all times the client accepts Atomic Digital Marketing has highly advanced digital knowledge & experience, all decisions made are in the best interests of the website properties and are non-negotiable / final.
Atomic Digital Marketing retains absolute control of all outbound links from all lead generation websites.
At no time are clients given access to the websites.
6. ADDITIONAL PHONE CALLS, EMAILS CLIENT MEETINGS
After the quote, outline of the project & initial rental fees have been finalised & agreed upon, phone calls and emails by the client are counted as revisions, & any additional revisions outside of the agreed-upon quote will be charged at $25 + GST per 15 minutes or under for consultation time – then after this point will be charged by the minute at the rate of $110 + GST per hour.
Atomic Digital Marketing will quote separately for additional client meetings. The cost will vary depending on the length of time needed & location of the meeting.
7. CANCELLATION OF CONTRACT
The client, at their discretion, may terminate the contract with Atomic Digital Marketing with 30 days notice. Likewise Atomic Digital Marketing, at their discretion may also terminate the contract with 30 days notice. No compensation is payable for terminations by either party.
8. THIRD PARTY LINKS
Atomic Digital Marketing reserves the right to publish up to a maximum 6 outbound links on the home-page to other website properties to help strengthen the entire Lead Generation network. These will not be prominent but will be in the lower left of the home page. The clients’ rental sites benefit from having scores of similar quality inbound links from other sites so this is a necessary component of all website properties. No correspondence will be entered into regarding these links or the websites they link to.
9. FORCE MAJEURE
Force majeure simply means “superior force”. Google’s algorithms, algorithmic changes, ranking penalties, manual penalties, changes to its ranking layout, selection of Google Business profiles and further external factors such as Negative SEO by competitors can all have devastating consequences on rankings.
In entering this agreement, Atomic Digital Marketing and the client accept that:
i. If the website property ranking is devastated by any of the above factors, or any yet-to-be-envisaged factors, both parties accept the agreement is immediately void. No further rental fees will be required.
ii. No responsibility / blame will be attributed by either party to the other, and no compensation can be claimed by either party from the other.
iii. If at a later time the website property recovers its rankings, then under no obligation both parties can resume the agreement if they voluntarily choose to do so.
10. JURISDICTION
This Agreement shall be governed by the laws of New South Wales (Australia), which shall claim venue and jurisdiction for any legal action or claim arising from the contract between Atomic Digital Marketing and the client. The said contract is void where prohibited by law. However, in the event of a dispute between the parties, mediation will be first sought, with election of an independent mediator nominated by the Law Society of New South Wales.
11. SURVIVAL OF CONTRACT
Where one or more terms of the said contract are held to be void or unenforceable for whatever reason, any other terms of the contract not so held will remain valid and enforceable at law.
12. CHANGE OF TERMS CONDITIONS
These terms & conditions may change from time to time. The client will be informed of revisions as and when they are issued.