Terms & Conditions
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The following terms and conditions (Terms) apply to all Agreements entered into with Bonfire and all Services provided by the Bonfire Group ACN 093354833 (Bonfire). The Services include but are not limited to the Website, social media pages, products and services sold, website optimisation services, website production and online advertising services and are outlined in detail in your Agreement front page and clause 3.
By using the Services, you agree to be legally bound by these Terms. In these Terms “we”, “us: and “our” refers to Bonfire.
1.1 You agree and continue to agree to use the Services in a manner consistent with all applicable laws and regulations and in accordance with these Terms.
1.2 These Terms and incorporated into and are part of any Agreement with Bonfire signed by you.
2.1 You agree to the minimum term specified in the Bonfire Agreement (Minimum Term). You authorise us to deduct the initial payment and the Monthly Regular Payments during the Minimum Term and any renewed term, subject to the Agreement and these Terms.
2.2 If you terminate your use of the Services prior to completion of the Minimum Term, you must pay the Cancellation Fee within 5 days. The Cancellation Fee is calculated by multiplying the Monthly Regular Debit amount by the amount of remaining Minimum Regular Payments still to be paid in the Minimum Term.
2.3 At the end of the Minimum Term, your Services will automatically renew on a month by month basis unless Bonfire receives written notice of your intention to cancel the services at the end of the Minimum Term. Written notice must be received within 5 business days prior to the Minimum Term expiry date.
2.4 If the Services are renewed automatically on a month by month basis as per clause 2.3, if you wish to terminate the Services you must provide written notice within 5[PG1] business days prior to each monthly renewal date.
2.5 You must comply with these Terms at all times in your use of the Services. You will not engage in any conduct that in the discretion of Bonfire restricts or inhibits any other person from using or enjoying the Services. You agree to use the Services only for lawful purposes. You are prohibited from posting on or transmitting through the Services any unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, profane, hateful, racially, ethnically or otherwise objectionable material of any kind, including, but not limited to, any material which encourages conduct that would constitute a criminal offence, give rise to civil liability or otherwise violate any applicable local, state or national law.
2.6 We may elect to electronically monitor the Services for adherence to these Terms and may disclose to the extent permitted by law any content, records or electronic communication of any kind (i) to satisfy any law, regulation or authorised governmental request, (ii) if such disclosure is necessary to operate the Services, or (iii) to protect the rights or property of Bonfire or its partners.
2.7 Bonfire reserves the right to prohibit conduct, communication or content which it deems in its discretion to be harmful to individual users or other third-party rights, or to violate any applicable law. If you continue to undertake the prohibited conduct after receiving notice to desist from us, we will terminate your Agreement.
2.8 If you do not comply with these Terms, Bonfire reserves the right to terminate your use of the Services at any time. If we terminate the Agreement with you under this clause, you must pay the Cancellation Fee within 5 days.
3A. Google AdWords Management
3A.1 Bonfire will set up online advertising campaigns and deliver Google paid search traffic to your website. If paid search traffic cannot be delivered to the website in question due to the editorial policies of the search engines regarding the acceptance of advertiser web properties, then the client will be notified of the situation in writing. Bonfire is not to be held liable in this situation.
3A.2 Costs associated with media and clicks generated from running this service will be charged directly by search engines. You authorise Bonfire to provide your credit card details to the search engines for this purpose. These fees will appear as separate charges on your credit card statement.
3A.3 You agree that we are not responsible or liable for any incorrect payments charged to you by third party search engines. You agree that you will communicate directly with the relevant search engine should any incorrect charges be made on your credit card or to your bank account by a third party search engine. Bonfire agrees to assist as best we can with facilitating communication between You and Google should this situation arise.
3A.4 All Google AdWords accounts initially set up by Bonfire are the property of Bonfire This account is considered to be your property if:
(a) The term of the agreement is realised; and
(b) A minimum of 12 payments have been made on this service.
3A.5 You must comply with the search engine guidelines for Google AdWords Campaigns, which can be found at https://support.google.com/adwordspolicy.
3A.6 An AdWords campaign which is still in its minimum term can only be paused for a total period of time equal to 50% of the contract term. After this period, Bonfire reserves the right to charge a cancellation fee as per clause 2.2.
3A.7 You agree that if Bonfire elects to use an AdWords account owned by You, changes to the account should only be made by Bonfire staff. Any changes You wish to make should be requested via your account manager.
3B. Upload of Content to Customer Websites
3B.1 Bonfire will upload optimised content and tags to your website where a web page is written in a language that our technicians are trained in. If a web page has been designed using languages that we are not skilled in, uploading of content will be the responsibility of the customer and/or their webmaster.
3B.2 Customers who provide Bonfire access to make changes to their website, do so with the understanding that Bonfire is not liable for any errors which may occur in these updates. Although full care is taken when making such website changes, customers are expected to have a regular backup system in place and by signing the Agreement with us you warrant that you have a regular and secure back up system in place. This excludes websites which been developed by and still hosted with Bonfire.
3C. Website Design
3C.1 Website design services are provided as per your Website Design Agreement with Bonfire. An approximate timing schedule is provided at the time of the Website Design Agreement. Failure to provide content or other items within the specified time will delay the setup of the website.
3C.2 Your Website design costs may be subsidised by us and if so the amount of the subsidy will be noted on the first page of the Bonfire Agreement. If you discontinue the development of the website at any stage prior to completion, you are liable to pay this subsidised amount. Further, if you discontinue the development of the website at any stage prior to completion, you are also responsible for any fees associated with the completion of the website as outlined in your Website Design Agreement.
3C.3 After the launch of a website, the client is responsible for backing up their website on a regular basis, unless the website is hosted by us. In the event that your website goes down and it is hosted on a website server other than the Bonfire server, we are not responsible for bringing your website back online.
3D. Website Hosting Services
3D.1 Bonfire warrants that your uptime availability will be at least 99.9% except where the failure results from:
(a) A failure or malfunction in relation to any device or equipment, any software or power supply outside our control, unless caused by our wrongful act or omission;
(b) Your act or omission (or a person under your direction or control);
(c) A failure or malfunction of any software forming part of the Services which has not been subjected to a testing regime due to its time critical nature including updates, patches, definitions etc;
(d) during scheduled maintenance windows and any emergency maintenance and upgrade work;
(e) a requirement, direction or any other order issued by a court, government authority, administrative or judicial body;
(f) unauthorised or illegal access by any party to any party of the computer systems used to provide the Services including hacking, cracking, virus dissemination and denial of service attacks;
(g) any false breaches reported as a result of outages or errors of any Bonfire measurement system;
(h) DNS propagation;
3D.2 If in any calendar month, should we fail to meet the Uptime SLA, we will refund to you, as your sole right or remedy, a 20% percentage credit of the fees for the relevant Service in that month. Service Credits are calculated against that month’s webhosting fees and charges only. You must request a Service Credit in writing via our email address email@example.com. All requests must be made within 30 days of the Uptime SLA breach occurring, and you must provide Bonfire with details of the breach claimed for verification purposes. If the breach is confirmed by Bonfire (based on Bonfire’s records obtained from its monitoring services) to have occurred, then Bonfire will, within 60 days of your request being received, apply the relevant Service Credit to your account.
3D.3 You will not be entitled to receive a Service Credit if, at the date of your request for a Service Credit, you are in breach of any of your obligations under your Agreement and these Terms and Conditions, including the obligation to pay Fees.
3D.4 You will be entitled to make only 1 claim for a Service Credit per month.
3D.5 In cases where You have authorised Bonfire to move Your website into its hosting environment, You understand that we are not responsible for its functionality or performance. If Bonfire identifies any issues with the website which may degrade the server and/or affect the stability of your website, these will need to be rectified at your expense if You are to continue hosting your website in Bonfire’s environment.
3E. Email setup
3E.1 Bonfire will assist you in the setup of your email addresses via a selected third party. Instructions will be provided on the setup of the email access on your desktop and mobile devices. Any further support regarding the setup or ongoing usage of your email will be provided via the third party.
3F. Search Engine Optimisation (SEO)
3F.1 Bonfire will undertake the optimisation of your website as per best practise techniques used in the industry.
3F.2 Although we are the specialists in the industry, you agree and understand that SEO does not provide any guaranteed results and that results can vary based on your website history, industry and many more factors. You agree to release us and any employee, owner, or director of Bonfire from being liable for any damages, cost, or loss of business due to any incidents and/or issues relating to any search engine’s actions.
3F.3 Websites which fail to comply with the following guidelines are excluded from any expectations which may have been set with respect to the SEO results:
(a) Where the submitted site is not the destination URL including 301, 302 and DNS redirects.
(b) Without content which can be readily indexed by a search engine, including but not limited to sites which contain only images, frames or flash content.
(c) That rely heavily on content or links to content created for another website, such as affiliate content.
(d) Which result in a 404 error or have frequent downtime.
(e) Which are secure and not accessible to search engines.
(f) Where the “robots.txt” file is set-up in a manner which disallows crawling by search engine spiders and web robots.
(g) Where the website’s content is predominantly a duplicated version of content found on other website/s.
(h) If the website contravenes any other listing and SPAM guidelines as outlined by Google or any other search engine.
3F.4 You agree and understand that if you alter your SEO keywords after your initial selection of the keywords, Bonfire will charge you additional fees.
3G. Website Content Maintenance
3G.1 Adhoc website maintenance including content updates is charged at our then current hourly rates with a one (1) hour minimum and has a five (5) business day turnaround time. Website maintenance packages will have content changes administered 3 business days after requested.
4.1 You expressly and irrevocably agree that we reserve the right to suspend or cancel any or all of the Services if:
(a) You have any outstanding invoice or account.
(b) Your account is in dispute or dispute resolutions procedure, court order, judgement, findings or determination.
(c) You fail to comply with any provision in the Agreement or these Terms.
(d) There is evidence of fraudulent, illegal, defamatory, offensive activities, or any activity in breach of a third party’s rights.
(e) We deem your use of our services may jeopardize the operation of the service, us or our suppliers.
(f) We deem any other reason as satisfactory to protect us, our staff and/or our suppliers.
(g) We are to notify you in writing immediately we become aware of a breach of any of the above conditions. Clause 4.2 will apply if the breach is not rectified by you within 5 business days.
4.2 If your account is cancelled under this clause:
(a) You must pay the Cancellation Fee within 5 days.
(b) You release us of any claim arising from suspension, cancellation or termination of any of the Services.
5.1 Bonfire provides proactive account management as well as a number of reporting tools in order for clients to view the progress of their campaigns. Email and telephone support will be provided for any queries which are in direct relation to your digital marketing campaigns with Bonfire. Additional support or consultation services can be purchased if required.
6.1 All quoted prices are in Australian dollars and exclude GST unless otherwise noted. Tax invoices will be sent upon payments.
6.2 You acknowledge and agree that payments will be processed by us or a third party by credit card or debit payments and you provide your credit card or bank account details for this purpose and authorise us to make these payments.
6.2 You acknowledge and agree that Bonfire may change its pricing structure at any time after the expiry of the Minimum Term period. Any change in the pricing structure will be notified to you 21 days prior to the pricing changes being effected.
6.3 Bonfire reserves the right to employ the services of a debt collector in the event that any Fees remain unpaid 7 days after they were due. We reserve the right to recover any costs associated with recovering this debt.
6.4 Should any payment be unsuccessful, Bonfire reserves the right to charge a failed payment fee at its discretion.
6.5 Bonfire reserves the right to amend pricing in the Agreement if errors have been made.
7.1 You expressly agree that use of the Bonfire Services is at your sole risk. The Bonfire Services are provided on an “as is” and “as available” basis. Bonfire expressly disclaims all warranties of any kind, express or implied, including without limitation any warranty of merchantability, fitness for a particular purpose or non-infringement. Notwithstanding any other provisions of these terms and conditions, where legislation implies any condition or warranty, and that legislation prohibits us from excluding or modifying the application of, or our liability under, any such condition or warranty, that condition or warranty will be deemed included but our liability will be limited for a breach of that condition or warranty to one or more of the following: (a) if the breach relates to goods, (i) the replacement of the goods or the supply of equivalent goods, (ii) the repair of such goods, (iii) the payment of the cost of replacing the goods or of acquiring equivalent goods or (iv) the payment of the cost of having the goods repaired; and (b) if the breach relates to services, (i) the supplying of the services again or (ii) the payment of the cost of having the services supplied again.
7.2 Bonfire is not responsible for URLs dropped or excluded for any reason.
7.3 Bonfire does not represent, warrant, or guarantee that your URLs will achieve a favourable position, or any position. We cannot control or guarantee which, if any, search engines will accept the submission of your site. Bonfire will not be responsible for delays or failure of performance resulting from internet service provider delivery problems or failure, or any communication or delivery problems associated with the customer’s order details, such as incorrect email address or URL address.
7.4 Please note that Bonfire (a Google AdWords Certified Company) is not directly affiliated with Google™. All Google™ related services, claims and guarantees are performed and underwritten by Bonfire.
8.1 Notwithstanding the security precautions taken against disclosure of information, there are certain conditions that exist on the Internet generally which are outside Bonfire’s control and could result in a breach of security. You hereby expressly waive any claim against Bonfire arising out of the loss of data through corruption, piracy, and breach of security or for any other reason.
9.1 To the maximum extent allowed by law, Bonfire and any of its parents, members, subsidiaries, affiliates, service providers, licensors, officers, directors or employees shall not be liable for any direct, indirect, special, incidental or consequential damages (no matter how they arose, including negligence), or for interrupted communications, lost data or lost profits, arising out of or in connection with the Services. Further, Bonfire will not have any liability for any losses arising because its Services are not operational or accessible.
9.2 You will at all times indemnify and hold harmless Bonfire and its officers, employees and agents (those indemnified) from and against any loss (including legal costs and expenses) or liability incurred or suffered by any of those indemnified arising from any proceedings against those indemnified where such loss or liability was caused by:
(a) a breach by you of your obligations under the Agreement or these Terms;
(b) any misuse of the Services by you or any of your customers or any third party related to you;
(c) any wilful, unlawful or negligent act or omission of you, or
(d) any infringement by you of any third party’s intellectual property rights.
9.3 Each indemnity under these Terms is a continuing indemnity and will constitute a separate and independent obligation of you from your other obligations under the Agreement or these Terms and will survive the completion and termination of the Agreement.
10.1 Copyright in the Bonfire website (including text, graphics, logos, icons, sound recordings and software) is owned or licensed by us. Other than for the purposes of, and subject to the conditions prescribed under, the Copyright Act 1968 (Cth) and similar legislation which applies in your location, and except as expressly authorized by these terms and conditions, you may not in any form or by any means:
(a) adapt, reproduce, store, distribute, print, display, perform, publish or create derivative works from any part of this website; or
(b) commercialise any information, products or services obtained from any part of this website without our written permission.
11.1 You acknowledge that all intellectual property of Bonfire such as trademarks, trade names, patents, registered designs and any other form of intellectual property rights derived from the Services or any other material as may be provided by Bonfire remains the property of Bonfire.
11.2 You warrant that you are entitled to use any intellectual property used by you in relation to the Services, including content provided to Bonfire to display on your website.
11.3 You indemnify and will at all times keep Bonfire indemnified against any action, claim, suit or demand, including a claim, suit or demand for or liability to pay compensation or damages and costs or expenses arising out of or in respect of any breach of any third party’s intellectual property rights.
11.4 You must immediately notify Bonfire of any claim, demand, threat or notice of proceedings against you relating to any breach of intellectual property rights.
11.5 If you use any of our trade marks in reference to our Services, you must include a statement attributing that trade mark to us. You must not use any of our trade marks:
(a) in or as the whole or part of your own trade marks;
(b) in connection with activities, products or services which are not ours;
(c) in a manner which may be confusing, misleading or deceptive;
(d) in a manner that disparages us or our information, products or services (including this website).
12.1 Some of our Services may contain links to other websites (“linked websites”) which are not owned or operated by Bonfire. Those links are provided for convenience only and may not remain current or be maintained. We are not responsible for the content or the terms and conditions and privacy practices associated with linked websites.
12.2 Our links with linked websites should not be construed as an endorsement, approval or recommendation by us of the owners or operators of those linked websites, or of any information, graphics, materials, products or services referred to or contained on those linked websites, unless and to the extent stipulated to the contrary.
14.1 If you have been introduced to Bonfire via a third party reseller, some information may be shared with these partners including you email, name and products purchased for reporting purposes.
14.1 Access to our Services may be terminated at any time by us without notice. Our disclaimers will nevertheless survive any such termination.
14.2 These Terms will take effect and be construed in all respects in accordance with the laws of the State of Western Australia. The parties irrevocably submit to the jurisdiction of Western Australia for all proceedings arising in connection with these Terms.
[PG1]For consistency with 2.3