Webential is the rightful owner of all content of this website unless specified otherwise. Webential reserves the right to change content on the website, or policies, without prior notice.
- The copyrights of the project remain with Webential. However, they can be transferred to the Client at an additional cost, after making the necessary payment for the same in full, and signing a Certificate of Acceptance. Exceptions are made for unusual circumstances in which case, Webential reserves the right to not transfer the copyrights or ownership.
- Copyrights provided to a Client are only for redesign and maintenance purposes. They cannot be used by the Client to build a new site or sell the same (including codes) to others for commercial or non-commercial purposes.
- If and when the Client's business goes through a restructuring or change in ownership, the new owners get automatic ownership of the copyrights. However, they cannot use the same to build a new site or sell the same (including codes) to others for commercial or non-commercial purposes.
- The ownership and copyright clauses do not apply to Webential CMS, which is a proprietary product of Webential and cannot be transferred to a Client or external host under any condition.
In case of a change in ownership or transfer of copyrights to the Client, the new owner (Client) cannot claim or display credits for the new website, until the appearance and functionality of the website are different by over 50% compared to our original output.
Disputes, liability and indemnity
- In the eventuality of a dispute, the Client must pay Webential for the work done so far, as well as for the costs involved in managing the dispute. Discounts that were previously provided may be withdrawn in case of a dispute.
- Webential will not be held liable for any damage or losses resulting from incorrect information about our services, commercials, or general terms and conditions provided by other parties.
Refusal of service
In case of violation of our policies and operational terms and conditions by the Client, Webential reserves the right to refuse service to the Client.
Webential will ensure adequate protection for its systems and servers, and client data, against hacking, viruses, malware and other physical or digital intrusions. However, no guarantee is provided by Webential for the same and we will not be held liable for any loss of data, reputation and disruption of services in the event of such intrusions.
In case of a breach, violation or non-observance of our operational terms and conditions by your staff, you will hold us indemnified and harmless against any claims made by third parties who have used your services, and bear the cost of all losses, costs, liabilities, damages and expenses (including legal costs) incurred by us due to these claims.
Limitation of liability
- EXCEPT AS SPECIFICALLY SET FORTH ELSEWHERE IN THIS AGREEMENT, AND TO THE FULL EXTENT PERMITTED BY LAW, WE EXCLUDE ALL CONDITIONS AND WARRANTIES NOT EXPRESSLY SET OUT IN THIS AGREEMENT. WE DO NOT GIVE ANY WARRANTIES (EXPRESS OR IMPLIED) ON THE FITNESS FOR A PARTICULAR PURPOSE, OR ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE, OF ANY GOODS OR SERVICES PROVIDED UNDER THIS AGREEMENT. NO INFORMATION (ORAL OR WRITTEN) PROVIDED BY RESELLERS, AGENTS, REPRESENTATIVES, OR EMPLOYEES WILL CONSTITUTE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THE EXPRESS WARRANTIES HEREBY GIVEN.
- In case of any claim for negligence in connection with services provided by us, our liability will only be limited to the charges paid by you for those services which are the subject of any such claim, provided we are notified by you about the claim within a maximum of 1 (one) year of it being made.
- In no event shall we be liable to you for any loss of business, contracts, profits, anticipated savings, indirect or consequential, even if advised to the possibility thereof, arising out of or in connection with this agreement or services provided by us. We will not be liable in any event, for any damages or claims made in this regard.
Webential will not be held liable for any breach in the agreement or services provided by us, for reasons beyond our control, including but not limited to Acts of God like fires, lightning, flood, earthquake, war, terrorist attacks, civil disorder, industrial disputes (whether or not it involves our employees), extreme weather conditions, or drastic steps taken by any local or central government department, body or agency.
Either party can send notices to each other using any of these: email, fax, post/courier to the address of the other party provided in this agreement or subsequently indicated in writing as the official address for communication. The notices will be deemed as served or delivered:
- On the same day - in case of an email
- On receipt of an error free transmission report - in case of a fax, and
- Two days following the dispatch - in case of a post/courier
If any of the above clauses are held invalid or found to be unenforceable either in whole or part, the invalid or unenforceable wording shall be deemed to be omitted.
You may not assign this agreement, its rights and obligations to another party without prior notice to us, and only after having obtained a written consent from the other party, provided us information about the assignee in the format we seek, and upon payment of transfer fee if any specified by us.
Change to terms on renewal
Renewal of a service will be in accordance with the terms and conditions mentioned in the agreement at that time. However, the terms and conditions in the agreement may change with time and for business reasons, which will be duly recorded in an addendum, or a fresh agreement.
Entirety of agreement
This agreement supersedes all prior agreements, understandings or representations either oral or written, and any variation made to the agreement must be in writing and duly signed by authorised signatories from both parties.
Governing law and jurisdiction
This agreement is to be interpreted in accordance with the state laws of New South Wales, and any disputes or conflicts thereof, are submitted to the non-exclusive jurisdiction of the courts of that State, the Federal Court of Australia (Sydney Registry) and appeal courts.
For Client companies that are partnerships with two or more partners involved, liability in all respects under the agreement applies separately to each of the partners, as well as jointly to all the partners together as one entity.
Consent to communications
Once you agree to the terms and conditions, you will receive general communication such as Newsletters, New Product Announcements, Promotional/Seasonal offers, and Surveys, from time to time, for marketing purposes. You can choose to opt-out of this anytime, upon which, we will cease sending such communication to you. However, you will not be able to opt-out of critical Service Notifications, Renewal Notices, Invoices & Billing information, Account related information, Scheduled Downtime or Maintenance notices, etc., as these are essential for the service provided by us.