These Terms and Conditions are entered into by and between AMARYLLIS QUILL (“Contractor”) and the prior-identified via the terms and conditions form (“Client”) and form an agreement governing the provision of services by Contractor for Client pursuant to Contractor’s proposal (the “Proposal”, and together with these Terms and Conditions, the “Agreement”). Contractor and Client may be referred to herein individually each as a “Party” and collectively as the “Parties”. 

 

Effective Date

This Agreement will become effective on the date of Client’s acceptance of Contractor’s PROPOSAL. 

 

Services

Contractor will provide the Client with the services set forth in the Proposal (the “Services”) pursuant to the schedule or time frame specified in the Proposal (the “Schedule”, or if no such Schedule is specified, within a reasonably timely manner). 

 

Client Cooperation

Client acknowledges and agrees that Contractor’s timely and professional provision of the Services is dependent and subject at all times to Client’s cooperation and timely provision of all content and materials necessary for the completion of the Services  (the “Client Materials”). 

 

Fees

As compensation for the Services, Client will pay Contractor the fees as set forth in the Proposal (the “Fees”). The Fees as set forth in the Proposal are exclusive of any Wix hosting charges, out of scope charges, additional app fees, domain fees, taxes, assessments or other governmental charges. 

 

Payment

The Fees will be paid by Client to Contractor pursuant to the Schedule set forth below UNLESS OTHERWISE STATED ON INVOICE OR PROPOSAL.

 

PAYMENT TERMS:

- WEBSITE REDESIGNS AND DESIGNS: 50% DEPOSIT DUE ON INVOICE, 50% 14 DAYS FROM COMMENCEMENT DATE

- ONGOING MONITORING INVOICES DUE 14 DAYS FROM INVOICE DATE *1ST INVOICE DUE ON INVOICE

- ALL OTHER INVOICES DUE ON INVOICE

- PRICING SUBJECT TO CHANGE WITH NOTICE

- WEBSITE WILL NOT BE PUBLISHED OR TRANSFERRED UNTIL ALL PAYMENTS ARE MADE IN FULL.

 

Changes

In the event Client makes any requests for additional work beyond the scope of the Services set forth in the Proposal, Contractor may amend the Fees or otherwise provide Client with a separate proposal for such additional work which will be mutually executed by the Parties.

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Affiliate Disclosure

Amaryllis Quill participates in the Wix Partner Program and may receive commissions, credits, or other rewards when clients or visitors engage with Wix through referral links or design projects.

In line with the Australian Competition and Consumer Commission (ACCC) guidelines and Australian Consumer Law, any such partnerships are clearly disclosed herewith and do not affect pricing, services, or recommendations provided to clients.

If you click on a referral link or sign up for Wix services through a project created by Amaryllis Quill, some basic, non-identifiable information (such as a referral ID) may be shared with Wix for tracking purposes. No personal or sensitive data is collected or stored by Amaryllis Quill for affiliate purposes.

By using engaging Amaryllis Quill’s services, you acknowledge and accept that affiliate relationships may exist, and that all recommendations are made based on the best fit for your business needs — not on commission potential.

 

EXCLUSIONS

OUT OF SCOPE

WIX HOSTING FEES, PLATFORM FEES, DOMAIN CHARGES, ADDITIONAL DUTIES, REVIEWS, REPAIRS, PAGES, POSTS, STORIES, PRODUCTS, CUSTOM PHOTOGRAPHY, APPS, WIX UPGRADES, OUT OF SCOPE OR ITEMS NOT QUOTED IN PROPOSAL.

 

OUT OF SCOPE FEES

- CONSULTATIONS $170 1 HOUR SESSION ($42.50 PER 30 MINS AFTER FIRST HOUR, TRAVEL WITHIN MANDURAH INCLUDED)

- HOURLY RATE FROM $85 PER HOUR

- CHARGED AT A RATE OF $42.50 PER 30 MINS AFTER FIRST HOUR

 

Expenses

Client will reimburse Contractor for all reasonable expenses, as set forth Contractor’s invoice or as otherwise pre-approved by Client in writing.

 

CLIENT IS LIABLE FOR ALL WIX CHARGES. FAILURE TO REIMBURSE FOR ANY WIX CHARGES WILL RESULT IN THE WEBSITE BEING SHUT DOWN AND WIX SUBSCRIPTION CANCELED. IT IS CLIENTS RESPONSIBILITY TO REINSTATE THE WIX WEBSITE.

 

SHOULD THE CLIENT FAIL TO COMPLETE THE WEBSITE OWNERSHIP TRANSFER, WIX PAYMENTS WILL NOT BE ABLE TO GO THROUGH AND THIS CAN RESULT IN THE WEBSITE FAILING TO PUBLISH LIVE.

 

Term

This Agreement will become effective on the PROPOSAL ISSUE DATE and continue until WORK HAS BEEN COMPLETED PER PROPOSAL OR terminated by either Party as set forth herein.

 

Termination for Cause

Either Party may terminate this Agreement in the event the other Party is in material default of this Agreement and fails to cure such default within [28] days following written notice of the default by the non-defaulting Party.

 

Termination without Cause

Either Party may terminate this Agreement upon [28] days following written notice to the other Party. Upon termination by Client as set forth in this section, Client will pay to Contractor all Fees and expenses incurred for Services performed by Contractor prior to the effective termination of this Agreement.

 

Representations and Warranties

Each Party represents and warrants to the other Party that it has the full right and power to enter into this Agreement, and that the terms of this Agreement do not in any way conflict with any existing commitment of that Party.

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Client Materials

Client grants Contractor the right to use the Client Materials for the purpose of providing the Services pursuant to this Agreement. Client understands and acknowledges that Client is solely responsible for the IP rights, content, completeness and accuracy of all materials provided by Client to Contractor for the completion of the Services as well as all materials and content on the website and any related materials pursuant to this and any arising proposal. In no event will Contractor be liable for any inaccuracy, error, mistake or insufficiency resulting from Contractor’s use of the Client or third-party materials. This section will survive the termination of this Agreement.

 

Confidentiality

“Confidential Information” means any information that either Party discloses or provides access (directly or indirectly) (the "Disclosing Party”) to the other Party (the “Receiving Party”) in any and all mediums (whether oral, written, graphic or in any other form). The Receiving Party agrees that it will take all reasonable precautions to protect and safeguard the Confidential Information and will not disclose any Confidential Information except (1) to those of its employees, officers, consultants, attorneys or accountants who have a need to know the Confidential Information and are bound to confidentiality obligations similar to those set forth in this Agreement; or (2) if the Receiving Party is required to disclose the Confidential Information in connection with any judicial, governmental, or administrative proceedings or pursuant to applicable law. This section will survive the termination of this Agreement.

 

Disclaimer and Limitation of Liability

Security and Backup Responsibility

Client acknowledges that the web development services provided by Contractor do not include cybersecurity protection, vulnerability management, or data backup solutions. It is the sole responsibility of the Client to engage, implement, and maintain appropriate security protocols (e.g., firewalls, SSL certificates, encryption, regular audits) and data backup systems. Contractor assumes no liability for any security incidents, breaches, or data loss once the website has been delivered. WIX SECURITY

 

TO THE FULLEST EXTENT PERMITTED BY LAW, CONTRACTOR WILL NOT BE LIABLE TO CLIENT FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING ANY DAMAGES ARISING FROM ERRORS, MISTAKES OR INACCURACIES IN CLIENT CONTENT; LOSS OF USE OR PROFITS RESULTING FROM THE USE OF ANY DELIVERABLES PROVIDED BY CONTRACTOR; OR ANY EVENTS BEYOND THE REASONABLE CONTROL OF CONTRACTOR, INCLUDING INTERNET FAILURES, ACTS OF GOD, WAR, TERRORISM, FIRES, FLOODS, OR NON-PERFORMANCE BY ANY THIRD PARTIES. CONTRACTOR DISCLAIMS ALL WARRANTIES, TO THE FULLEST EXTENT PERMITTED BY LAW, WHETHER EXPRESS OR IMPLIED, IN CONNECTION TO THE RESULTS THAT MAY BE OBTAINED FROM CLIENT’S USE OF THE SERVICES OR THE DELIVERABLES PROVIDED IN CONNECTION WITH THE SERVICES.

 

Indemnification

Client agrees to defend and hold Contractor harmless against all actual or alleged claims, damages, costs, liability, and expenses (including, but not limited to, reasonable attorneys' fees), arising out of, or related to, Client’s breach of this Agreement and Contractor’s use of any Client Content pursuant to this Agreement. This section will survive the termination of this Agreement.

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Conflict

In the event of any conflict between the terms of these Terms and Conditions and the terms of the Proposal, the terms set forth in these Terms and Conditions will control with respect to such conflict, unless stated otherwise in the applicable Proposal.

 

Notices

Any notice given by one Party to the other Party in connection with this Agreement will be given in writing and will be sent by email, first class mail, or certified or registered mail with return receipt requested, and will be deemed to have been given [7] days after mailing, [7] days after transmission of email, or immediately upon explicit acknowledgment of receipt. Notice may be provided to the addresses for the Parties as set forth on the Proposal, or to such other addresses as the Parties may from time to time notify each other in writing.

 

Relationship of the Parties

The relationship of the Parties is that of independent contractors. The Parties agree that this Agreement does not create an employment, agency, partnership, or similar relationship between the Parties.

 

Modification and Amendment

This Agreement may be modified, supplemented, amended, or revised only in writing signed by both of the Parties.

 

Governing Law

This Agreement will be governed by, construed, and enforced in accordance with the laws of Western Australia without regard to any conflict of law principles.

 

Venue

Any legal action or proceeding relating to this Agreement will be instituted in the courts of Western Australia. The Parties agree to submit to the exclusive jurisdiction of such courts in any such legal action or proceeding.

 

Assignment

This Agreement is specific to the Client and may not be assigned, in whole or in part, by Client without the express written consent of the Contractor.

 

Severability

If any provision of this Agreement is held invalid or unenforceable, whether in whole or in part, for any reason, such holding will not affect the validity or enforceability of any other provision of this Agreement, which shall remain in full force and effect. 

 

Waiver

No waiver of any provision of this Agreement will be binding unless executed in writing by the Party making the waiver, nor will any waiver constitute a continuing waiver or be deemed a waiver of any other provision of this Agreement. 

 

Entire Agreement

This Agreement constitutes the entire agreement between the Parties and supersedes any and all other agreements between the Parties, whether written or oral, with respect to the subject matter hereof.