“The Experience” means The Experience Digital Marketing PTY LTD (ACN: 607 465 878)

“Client” means the person, company, or other legal entity that engages The Experience to provide, and makes use of, the Services under this Agreement.

General terms and conditions:

• Exclusivity of SEO services:
  The Client has not employed the services of any Search Engine Optimisation Company other than The Experience to work on their website promotion.
• No duplicate content:
  The Client has not created any duplicate sites, duplicate content or pages, redirects or doorway pages to their website whilst or before advertising online with The Experience.
• Invoicing:
  Unless the Client has agreed to an annual payment period, The Experience must provide to the Client an invoice stating the Monthly Fee to be paid and the amount of GST payable in respect of it. If the client has agreed to an annual payment period The Experience must provide to the Client an invoice for the amount outstanding as soon as practicable after the commencement of the Initial Term.
• Non-refundable fees:
  All Fees are non-refundable.
• Credit terms and overdue interest:
  The Experience’s credit terms are 14 days from date of invoice. Unless extended by prior agreement in writing, Fees outstanding 14 days from the date of invoice will incur 6% p.a. interest (calculated pro rata on the number of days payment was outstanding).
• Confidentiality:
  All fees, services, documents, recommendations, and reports are confidential.
• Search engine policies:
  The Experience has no control over the policies of search engines with respect to the type of sites and/or content that they accept now or in the future. The Client’s website may be excluded from any directory or search engine at any time at the sole discretion of the search engine or directory. The Experience bears no responsibility in respect of such occurrences.
• Expedited listing services:
  Some search directories or sites offer expedited listing services for a fee. If the Client wishes to engage in paid expedited listing services (e.g., paid directories), the Client is liable for all paid for inclusion or expedited service fees, unless stated otherwise.
• Third-party website changes:
  The Experience is not responsible for changes made to the website by other parties that adversely affect the search engine rankings of the Client’s website.
• Ownership of supplied materials:
  The Client guarantees any elements of text, graphics, photos, designs, trademarks, or other artwork provided to The Experience for inclusion on the website above are owned by the Client, or that the Client has received permission from the rightful owner(s) to use each of the elements, and will hold harmless, protect, and defend The Experience and its subcontractors from any liability or suit arising from the use of such elements.
• Overwriting of SEO work:
  The Experience is not responsible for the Client overwriting SEO work to the Client’s site (e.g., Client/webmaster uploading over work already provided/optimized). The Client will be charged an additional fee for re-constructing content, based on the hourly rate of $150 plus GST per hour.
• Ad budget:
  Client will pay their click budget directly to Google, Meta, LinkedIn, TikTok or any other network, unless agreed differently.
• No parallel Adwords campaigns:
  Client will not run another Adwords campaign at the same time as the campaign managed by The Experience.
• Changes to Adwords campaigns:
  Client will not make any changes in the Adwords campaign during the period of the agreement, unless agreed in writing with The Experience.
• Development of visuals:
  By default The Experience will not create visuals for Client. Client is responsible to provide visuals (videos or images) for ad campaigns or SEO, unless specifically stated otherwise in the agreement.
• GDPR compliancy:
  Client is responsible for any GDPR compliancy or other privacy regulations regarding their website.
• Continuation of Agreement:
  The parties may continue the provisions of this Agreement (or amend the Agreement) for a Further Term, as mutually agreed on or before the expiry of the Initial Term.
• Sub-contracting and assignment:
  The Experience may sub-contract any or all of its rights or obligations under this Agreement, such consent not to be unreasonably withheld or delayed, assign the benefit and burden of its rights and obligations under this Agreement to any other entity.
• Governing Law and jurisdiction:
  This Agreement and any dispute or claim arising out of or in connection with it or its subject matter shall be governed by and construed in accordance with the laws of the State of Western Australia and applicable laws of the Commonwealth of Australia and the parties submit to the non-exclusive jurisdiction of the courts of that State and courts which hear appeals those courts.
• Mutual confidentiality:
  Neither party shall divulge any confidential information which is supplied to it about the other party in the course of this Agreement or any pre-Agreement discussions, other than information forming part of the public domain otherwise than through a breach of this clause or any other obligation of confidence.
• Liability:
  Nothing in these terms and conditions shall exclude or restrict The Experience’s liability for death or personal injury resulting from its negligence, liability for fraudulent misrepresentation or any other liability which cannot be excluded or limited under applicable law. Subject to this:
  – The Experience’s total liability to the Client in contract law or in tort or otherwise howsoever arising in relation to this Agreement is limited to the The Experience’s charges for the Deliverables or Services;
  – The Experience shall not be liable in anyway in respect of any failure, delay or defect in the supply or use of the Deliverables caused by the supply or specification by the Client of unsuitable material or content or by the reproduction of the Deliverables by a third party; and
  – The Experience will not be liable to the Client for economic loss including loss of profits, business, contracts, revenues, goodwill, production and anticipated savings of any description howsoever caused and even if foreseeable by The Experience. All warranties, conditions and other terms implied by statute, common law or otherwise are hereby excluded from the Agreement to the fullest extent permitted by law.
• Entire agreement:
  This Agreement is the entire agreement between the parties on the subject matter contained herein and supersedes all representations, communications and prior agreements between the parties in that regard. Each party acknowledges that it has entered into this Agreement in reliance only on the representations, warranties, promises and terms contained or expressly referred to in this Agreement and, save as expressly set out in these terms and conditions, neither party shall have any liability in respect of any other representation, warranty or promise unless it was made fraudulently.

Definitions

In this Agreement:

(1) Adwords

means ‘Google Adwords’ or ‘Google Ads’, an advertising platform provided by Google.

(2)Analytics

means advice concerning the implementation and analysis of ‘Google Analytics’ data (and ‘Google Analytics’ means the tracking platform provided by Google).

(3) Fee / Fees

means the consideration stated under “Total monthly investment & payment method” on page 1 of this Agreement.

(4)Further Term

means any further term to this Agreement between the parties on terms the same or substantially similar to those contained in this Agreement.

(5)Initial Term

means the period of 12 months beginning on the date of signing this Agreement.

(6)Monthly Fee

means the proportionate Fee payable in accordance with the terms and conditions of this Agreement (and expressed under the heading “Total per month” on page 1 of this Agreement).

(7)PPC and PPI

means ‘Pay Per Click’ and ‘Pay Per Impression’ advertising within Adwords, Yahoo, Linkedin or Facebook.

(8)Search Engine Optimisation Company

means any company engaged in providing services the same or materially similar to the SEO services, whether for reward or not.

(9)SEO services

means any or all of: technical assessment, keyword assessment, content assessment and optimisation and link-marketing.

(10)Usability

means the optimisation of the website in order to make the website perform better given the goal of the website.