Terms and Conditions
1. Introduction and Acceptance
These Terms and Conditions (‘Terms’) govern your use of the Lumivox website (lumivox.com.au) and the engagement of services provided by Lumivox (ABN [Insert ABN]), trading as Lumivox Web Design & Marketing (‘we’, ‘us’, ‘our’, ‘Lumivox’).
By accessing our website, submitting an enquiry, booking a consultation or engaging our services, you (‘you’, ‘your’, ‘the Client’) agree to be bound by these Terms. If you do not agree with any part of these Terms, you should not use our website or engage our services.
These Terms should be read in conjunction with our Privacy Policy, which is available at lumivox.com.au/privacy-policy.
2. Services We Provide
Lumivox provides web design and development, search engine optimisation (SEO), Google Ads management, social media marketing, graphic design and branding, video marketing, marketing strategy, marketing consultancy and business development consulting services for small and medium businesses in Melbourne and surrounding areas.
The specific scope of services for each engagement will be outlined in a written proposal, service agreement or statement of work (‘Service Agreement’) provided to you before work commences. The Service Agreement forms part of these Terms.
We reserve the right to update, modify or discontinue any service at any time. If a change affects an active engagement, we will notify you in writing before the change takes effect.
3. Proposals and Acceptance
All proposals and quotes provided by Lumivox are valid for 30 days from the date of issue, unless otherwise stated in writing.
A proposal becomes a binding Service Agreement when you provide written acceptance (email is acceptable) or make a payment against the proposal. Verbal acceptance is not considered binding.
Any changes to the agreed scope of work after acceptance will be handled through a formal variation process as described in Section 7 of these Terms.
4. Client Responsibilities
To enable us to deliver our services effectively, you agree to the following responsibilities:
Content and Materials: You will provide all text, images, logos, brand guidelines, login credentials and other materials required for the project within the timeframes agreed. Delays in providing materials may result in project delays.
Feedback and Approvals: You will review deliverables and provide feedback within 5 business days of receiving them, unless a different timeframe is agreed. If we do not receive feedback within 10 business days, we will consider the deliverable approved.
Account Access: You will provide timely access to platforms, accounts and tools required for service delivery (such as Google Ads accounts, Google Analytics, social media accounts, hosting accounts and domain registrars).
Accuracy: You are responsible for ensuring the accuracy and legality of all content and materials you provide to us. Lumivox is not liable for errors, omissions or legal issues arising from client-supplied content.
Compliance: You are responsible for ensuring that your business operations, products and services comply with all applicable laws and regulations, including the Australian Consumer Law.
5. Payment Terms
Payment terms will be specified in each Service Agreement. Unless otherwise agreed:
Web Design Projects: A deposit is required before work commences, with the balance due upon project completion and before the website goes live. The specific deposit amount will be stated in the Service Agreement.
Ongoing Services (SEO, Google Ads, Social Media, Retainers): Monthly invoices are issued at the beginning of each service month. Payment is due within 14 days of invoice date.
Consultation and Strategy Services: Payment is due upon invoice, prior to delivery of the strategy document or consultation session.
All amounts are quoted in Australian Dollars (AUD) and are exclusive of GST unless otherwise stated. GST will be added where applicable in accordance with the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
Late Payments: Invoices not paid within the agreed payment terms will incur a late payment fee of 2% per month on the outstanding amount. We reserve the right to suspend services until overdue payments are received.
Disputed Invoices: If you dispute an invoice, you must notify us in writing within 7 days of receipt. The undisputed portion of the invoice remains due for payment. We will work with you in good faith to resolve the disputed amount.
6. Advertising Spend
For Google Ads, Meta (Facebook/Instagram) Ads and any other paid advertising managed by Lumivox, the advertising spend (media budget) is separate from our management fees.
Advertising spend is paid directly to the advertising platform (Google, Meta, etc.) by the Client, or billed through Lumivox and invoiced to the Client, depending on the arrangement specified in the Service Agreement.
Lumivox does not guarantee specific results from advertising campaigns. Performance depends on factors including industry competition, budget, targeting, ad quality and external market conditions.
7. Variations and Additional Work
Any work requested beyond the agreed scope of the Service Agreement constitutes additional work and will be quoted separately before being undertaken.
We will notify you in writing if a request falls outside the agreed scope. Additional work will only proceed after you provide written approval of the additional cost and timeline.
Minor clarifications and refinements within the spirit of the original scope are included at no additional cost. Significant scope changes, additional pages, new features or strategy pivots will require a formal variation.
8. Intellectual Property
Client Ownership
Upon full payment of all invoices, you own the final deliverables we create for you. This includes website content (text, images you provided), completed website files deployed to your hosting, graphic design final files, and marketing content created for your channels.
Lumivox Ownership
Lumivox retains ownership of all proprietary methodologies, frameworks, templates, processes, tools and pre-existing intellectual property used in delivering our services. We grant you a non-exclusive, non-transferable licence to use these elements as part of the deliverables.
Source code, custom scripts, proprietary tools and internal documentation created by Lumivox remain the intellectual property of Lumivox unless specifically agreed otherwise in writing.
Portfolio Rights
We reserve the right to display completed work in our portfolio, case studies and marketing materials for the purpose of promoting our services. If you wish to opt out of portfolio usage, please notify us in writing and we will respect your request.
Third-Party Assets
Where third-party assets are used (stock images, fonts, plugins, themes, third-party software), ownership and licensing are governed by the respective third-party licence terms. We will inform you of any third-party licensing requirements where applicable.
9. Website Hosting and Maintenance
Where Lumivox provides hosting and maintenance services, the terms of that arrangement will be detailed in the Service Agreement. Hosting and maintenance are provided on a monthly or annual basis.
We are responsible for server uptime, security updates, backups and general maintenance of the hosting environment. We do not guarantee 100% uptime but target 99.9% availability.
You are responsible for keeping your website content up to date and for reporting any issues to us promptly. Content changes beyond what is included in your maintenance plan may incur additional charges.
10. Confidentiality
Both parties agree to keep confidential all information shared during the engagement that is not publicly available. This includes business strategies, financial information, customer data, login credentials, marketing plans and proprietary processes.
Confidential information will not be disclosed to third parties without written consent, except where disclosure is required by law, court order or government regulation, or to professional advisors bound by confidentiality obligations.
Confidentiality obligations survive the termination of these Terms.
11. Term and Termination
Project-Based Services
Project-based engagements (such as web design) begin on the date specified in the Service Agreement and continue until the project is completed and delivered. Early termination by the Client does not entitle the Client to a refund of any payments made for work already completed.
Ongoing Services
Ongoing services (SEO, Google Ads management, social media, retainers) operate on a month-to-month basis unless a minimum term is specified in the Service Agreement. Either party may terminate with 30 days written notice.
Lumivox does not impose long-term lock-in contracts. If a minimum term applies, it will be clearly stated in the Service Agreement.
Termination by Lumivox
We may terminate or suspend services immediately if: you breach these Terms or the Service Agreement and fail to remedy the breach within 14 days of written notice; you fail to pay invoices within 30 days of the due date; or your conduct makes continued service delivery unreasonable.
Effect of Termination
Upon termination, you are responsible for payment of all services delivered up to the termination date. We will provide you with all completed deliverables and any client-owned materials within 14 days of termination. Access to ongoing services (hosting, advertising accounts managed by Lumivox) will cease upon termination unless alternative arrangements are agreed.
12. Warranties and Disclaimers
We warrant that our services will be provided with reasonable care and skill, in accordance with accepted industry standards.
We do not warrant or guarantee specific outcomes, rankings, traffic volumes, lead numbers, revenue increases or return on investment. Marketing and web design results are influenced by many factors beyond our control, including market conditions, competition, client participation and external algorithm changes.
Our website and its content are provided ‘as is.’ While we take reasonable steps to ensure accuracy, we do not warrant that the information on our website is complete, current or error-free.
To the extent permitted by law, we exclude all implied warranties and conditions. Nothing in these Terms is intended to limit or exclude any guarantees, warranties, representations or conditions implied by the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010 (Cth)) or similar state and territory legislation that cannot lawfully be excluded.
13. Limitation of Liability
To the maximum extent permitted by law, Lumivox’s total liability arising out of or in connection with these Terms or the provision of services is limited to the total amount paid by you to Lumivox in the 12 months preceding the claim.
Lumivox is not liable for any indirect, incidental, special, consequential or punitive damages, including loss of profits, loss of revenue, loss of data, loss of business opportunity or loss of goodwill, regardless of the cause of action or theory of liability.
Lumivox is not liable for any loss, damage or liability arising from: failure or interruption of third-party services (hosting providers, advertising platforms, social media platforms, domain registrars); changes to search engine algorithms or advertising platform policies; unauthorised access to your website or accounts that is not directly caused by our negligence; or client-provided content that infringes third-party rights, is inaccurate, misleading or unlawful.
Nothing in these Terms excludes or limits our liability for fraud, negligence causing personal injury or death, or any liability that cannot be excluded under the Australian Consumer Law.
14. Indemnification
You agree to indemnify and hold harmless Lumivox, its directors, employees, contractors and agents from any claims, losses, damages, liabilities and expenses (including legal fees) arising from: your breach of these Terms; content or materials you provide that infringe third-party intellectual property rights; your breach of any applicable law or regulation; or your use of the deliverables in a manner not authorised by these Terms.
15. Force Majeure
Neither party is liable for delays or failure to perform obligations under these Terms where the delay or failure is caused by events beyond reasonable control, including natural disasters, pandemics, government actions, internet outages, cyberattacks, war, civil unrest or failure of third-party services.
The affected party will notify the other party as soon as practicable and will use reasonable efforts to mitigate the impact of the event. If the force majeure event continues for more than 60 days, either party may terminate the affected Service Agreement without liability.
16. Dispute Resolution
Any dispute arising out of or in connection with these Terms will be resolved in the following manner:
Step 1: Negotiation. The parties will attempt to resolve the dispute in good faith through direct negotiation within 14 days of one party notifying the other of the dispute.
Step 2: Mediation. If the dispute is not resolved through negotiation, the parties agree to submit the dispute to mediation administered by the Resolution Institute (or equivalent mediation body) in Melbourne, Victoria. The costs of mediation will be shared equally between the parties.
Step 3: Litigation. If mediation does not resolve the dispute, either party may pursue legal remedies through the courts of Victoria, Australia.
17. Governing Law
These Terms are governed by and construed in accordance with the laws of the State of Victoria, Australia. Both parties submit to the exclusive jurisdiction of the courts of Victoria and the Federal Court of Australia sitting in Victoria.
18. General Provisions
Entire Agreement: These Terms, together with any Service Agreement, constitute the entire agreement between the parties and supersede all prior agreements, understandings, negotiations and discussions, whether written or oral.
Severability: If any provision of these Terms is found to be invalid, illegal or unenforceable, the remaining provisions continue in full force and effect.
Waiver: A failure or delay by either party to exercise any right under these Terms does not constitute a waiver of that right. A single or partial exercise of a right does not prevent further exercise of that right.
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 related entity or in connection with a merger, acquisition or sale of assets.
Notices: Any notice required under these Terms must be in writing and sent to the email address or postal address provided by the receiving party. Email is an acceptable method of notice.
Relationship: Nothing in these Terms creates a partnership, joint venture, employment relationship or agency between the parties. Lumivox is an independent contractor.
Subcontracting: Lumivox may engage subcontractors to assist in the delivery of services. We remain responsible for the quality and compliance of work performed by subcontractors.
19. Contact Us
If you have any questions about these Terms and Conditions, please contact us:
Lumivox Web Design & Marketing
Email: hi@lumivox.com.au
Phone: +61 466 626 761
Location: Melbourne, Victoria, Australia
Website: lumivox.com.au