Terms & Conditions
Welcome to Azcera. We’re honoured to partner with you to design, build, and optimise your digital presence. These Terms and Conditions ("Terms") form a binding agreement between Azcera Pty Ltd ("Azcera," "we," "us," or "our") and you, our client ("you," "your," or "Client").
By engaging our services, you acknowledge that you have read, understood, and agree to these Terms. Acceptance of a quote, proposal, or invoice referencing these Terms constitutes agreement.
1. Definitions
“Services” means all offerings provided by Azcera, including but not limited to AI-powered web design, SEO consulting, content creation, branding, hosting, and website maintenance.
“Project” means a one-time engagement with defined deliverables and price as per an accepted proposal.
“Monthly Plan” means ongoing subscription-based services billed on a recurring basis.
“Client Content” includes all materials provided by you, such as text, images, logos, or brand assets.
“Azcera IP” means all intellectual property owned by Azcera, including proprietary tools, systems, templates, and code libraries.
“Project IP” means all unique creative and technical assets developed specifically for you during a Project, excluding Azcera IP and third-party materials.
2. Services Overview
Azcera provides AI-optimised website design, SEO consulting, copywriting, and related digital services. The exact deliverables, inclusions, and assumptions are defined in your proposal, service agreement, or invoice.
3. Client Responsibilities
Provide Information Promptly. You agree to supply required content, approvals, and access credentials on time. Delays may impact timelines or incur rescheduling fees.
Accuracy of Information. You warrant all provided materials are accurate, lawful, and owned or licensed by you.
Feedback & Approvals. You will provide timely feedback on deliverables. Delays in feedback can extend project timelines.
Legal Compliance. You are responsible for ensuring your business operations and website content comply with all relevant laws.
4. Intellectual Property
Client Content. You retain ownership of all Client Content and grant Azcera a licence to use it solely for the purpose of fulfilling our Services and showcasing the final work in our portfolio.
Azcera IP. Azcera retains full ownership of all pre-existing intellectual property, frameworks, and systems used in delivering Services. You are granted a limited licence to use these solely as embedded in your final deliverables.
Project IP. Full ownership of final deliverables transfers to you upon full and final payment. This excludes Azcera IP, open-source elements, or any third-party licensed assets.
Third-Party Materials. Some websites may include licensed themes, plugins, or fonts. You agree to comply with relevant third-party terms and maintain applicable licences.
Portfolio Rights. Azcera reserves the right to display non-confidential projects, visuals, and case studies on our website (azcera.com) and social platforms for promotional purposes.
5. Payment Terms
Fees. Fees are defined in your proposal, quote, or invoice and are expressed in Australian Dollars (AUD) exclusive of GST unless stated otherwise.
Payment Structure.
Deposit: A 25% deposit is required to secure your project start date. This deposit is potentially non-refundable, depending on how much work has been completed if cancellation occurs before launch.
Balance: The remaining 75% is due upon project completion, prior to launch or handover. For smaller packages, Azcera may request 50% upfront and 50% upon completion.
Monthly Plans. Payments are billed monthly in advance and processed automatically via your nominated payment method.
Late Payments. Late invoices may incur 10% annual interest, calculated daily. Azcera reserves the right to suspend work, disable access, or delay delivery until all balances are paid.
Chargebacks. Unauthorised chargebacks will be treated as a material breach, and the Client remains liable for all related fees.
6. Cancellations & Refunds
Project Cancellations. Deposits are potentially non-refundable. If cancelled, Azcera will review the amount of work completed and refund any unearned portion at its discretion.
Monthly Plan Cancellation. You may cancel your Monthly Plan with 14 days’ written notice. No refunds are issued for partial months or unused services.
Refund Policy. Refunds are not provided for completed work or services already rendered. In exceptional cases, partial refunds may be granted at Azcera’s discretion.
7. Confidentiality
Both parties agree to keep all non-public, proprietary information confidential and use it solely for the purpose of fulfilling this agreement. Confidentiality does not apply to information that is publicly available or legally required to be disclosed.
8. Warranties & Disclaimers
Azcera Warranties. Azcera warrants that services will be performed professionally and in line with industry standards.
Client Warranties. You warrant that all Client Content is lawful and does not infringe any third-party rights.
No Guarantees. Azcera cannot guarantee specific SEO rankings, lead generation outcomes, or sales results.
Third-Party Services. Azcera is not responsible for failures of external providers (e.g., hosting, payment gateways, plugins, or APIs).
Future Compatibility. Websites are optimised for current technologies but may require updates to remain compatible with future browsers or systems.
9. Limitation of Liability
To the maximum extent permitted by law, Azcera’s total liability under these Terms shall not exceed the greater of AUD $100 or the total amount paid by you for the specific Services in the 12 months preceding the claim. Azcera is not liable for indirect, incidental, or consequential damages.
10. Indemnification
You agree to indemnify and hold Azcera harmless from any claims, damages, or costs arising from (a) your use of Services, (b) your breach of these Terms, or (c) your content infringing on third-party rights.
11. Termination
By Client. You may terminate Services at any time; however, deposits are potentially non-refundable. You remain liable for payment of work completed and any costs incurred.
By Azcera. Azcera may suspend or terminate Services for non-payment, breach of Terms, or conduct damaging to our reputation.
Effect of Termination. Upon termination, all work ceases. Any outstanding fees become immediately due. Azcera may remove hosted websites or restrict access until full payment is received.
12. Force Majeure
Neither party shall be liable for delays or failures beyond reasonable control, including natural disasters, strikes, pandemics, or system-wide outages.
13. Dispute Resolution
Disputes will first be addressed through good-faith negotiation. If unresolved within 30 days, either party may seek mediation in Brisbane, Queensland, under the Queensland Law Society rules before pursuing litigation.
14. Governing Law
These Terms are governed by the laws of Queensland, Australia. Both parties submit to the exclusive jurisdiction of the courts of Queensland.
15. Updates to Terms
Azcera may revise these Terms from time to time. The most current version will always be available at https://www.azcera.com/terms-conditions. By continuing to use our Services after updates, you accept the revised Terms.
16. Contact
Azcera Pty Ltd
Email: family@azcera.com
By approving a proposal, quote, or invoice referencing these Terms, you acknowledge and agree to the above Terms and Conditions.