Introduction

These Terms and Conditions (Terms) govern the provision of all goods and services provided by GTP iCommerce. By accepting any proposal or using our services, you agree to be legally bound by these Terms.

Agreement Scope

The Agreement between you and GTP iCommerce for the provision of services includes the Proposal and these Terms. If these Terms are provided alongside the Proposal, your acceptance of the Proposal will also serve as your acceptance of these Terms. If there is any conflict between these Terms and the Proposal, the terms in the Proposal will prevail.

We may update these Terms, providing you with written notice of any significant or material changes at least 30 days in advance. You have the right to terminate the Agreement before the changes take effect.

Term, Renewal, and Termination

The Agreement commences on the earlier of the date specified in the Proposal, when you accept the Proposal, or when we begin providing the services. The Agreement will continue until it expires or is terminated under the terms outlined in this Agreement.

Termination by You
You can terminate the Agreement at any time by providing us with at least 30 days’ written notice. If you terminate within the first 60 days of the Agreement, the notice period will be extended to 90 days after the Agreement’s commencement.

You can also terminate the Agreement if we fail to address a significant breach within 30 days after written notice, or if we cease operations, become insolvent, or enter liquidation.

Termination by Us
We can terminate the Agreement at any time by providing at least 30 days’ prior written notice. We can also suspend or terminate the Agreement if you fail to remedy a significant breach within 30 days after written notice, including unpaid fees (unless disputed in good faith). We may terminate immediately if you commit fraud, violate intellectual property rights, or put our services or business at risk.

Post-Termination

Upon termination, you must pay all outstanding fees up to the termination date. We may delete all data held after 90 days from termination. Any limitations on liability continue after termination.

Client Obligations

Compliance with Local Laws
It is your responsibility to ensure that your website complies with all applicable local, national, and international laws. This includes data protection regulations, cookie consent, and privacy policies. While we can provide guidance, we do not offer legal advice or guarantee compliance.

General Obligations
You must comply with these Terms and cooperate with us to ensure the services are delivered effectively. You agree to use the services for lawful purposes only and refrain from posting harmful, abusive, or illegal content. We may monitor services for compliance with these Terms.

Services Provided

Digital Advertising Management
We provide digital advertising services, including Google Ads and Meta Ads, and ensure paid traffic is directed to your website. You are responsible for media costs and compliance with advertising platform guidelines. While we optimise campaigns, GTP iCommerce does not guarantee specific results such as clicks, impressions, or conversions.

Website Content Upload and Maintenance
If website content updates are part of the services, we will upload optimised content and metadata. You must ensure regular website backups. Any content updates outside our expertise or without our prior notice may result in additional charges.

Website Design and Development
We provide website design and development as per the Proposal, with timelines subject to client cooperation. Any delays in providing required materials or approvals may delay project timelines. Post-launch, you are responsible for maintaining backups of your website and ensuring plugins are up-to-date.

Project Delays
If you cause a delay of one month or more, we may place the project on hold and charge a rescheduling fee. If delays extend beyond six months, we will reassess the scope and provide updated costs and timelines.

Website Hosting Services
We guarantee at least 99% uptime for websites hosted with us, except in cases beyond our control, such as technical issues or third-party disruptions. If we fail to meet the uptime SLA, we will offer a service credit, which must be requested within 30 days.

Search Engine Optimisation (SEO)
We use best practices for SEO but do not guarantee specific results. SEO success is influenced by various factors, including website content, industry trends, and market conditions. If changes are made to your website or SEO keywords, additional charges may apply.

Pricing and Billing

Invoicing and Payment Terms
Invoices are issued monthly or upon completion of specific tasks. Our standard payment terms are seven days from the date of the invoice. All fees are quoted in Australian dollars and exclude GST unless stated otherwise.

Pricing Changes
We may adjust service fees after the first six months of the Agreement, with at least 30 days’ written notice. You have the right to terminate the Agreement if these changes do not meet your expectations.

Annual CPI Increase
Fees for services will increase annually based on the Consumer Price Index (CPI). This increase will be calculated from the most recent published CPI data.

Interest and Costs
If payment is overdue, interest will accrue at 12% per annum. You are also responsible for any legal or collection costs related to overdue payments.

Liability Limitations and Indemnities

Limitation of Liability
GTP iCommerce is not liable for any indirect or consequential damages arising from the services provided. Our total liability is limited to the fees paid for services in the three months preceding the claim.

Client Indemnities
You agree to indemnify GTP iCommerce against any claims, losses, or damages arising from your breach of this Agreement or misuse of the services provided.

Intellectual Property
All intellectual property rights in the services provided, including content, designs, and tools, remain the property of GTP iCommerce unless specified otherwise.

Privacy and Confidentiality
We take all reasonable measures to protect your confidential information. Any third-party links provided are not under our control, and we are not responsible for their content or privacy policies.

Dispute Resolution
In the event of a dispute, both parties must attempt to resolve the issue through negotiation. If unresolved, the matter will be referred to a mediator or the appropriate legal authority in Perth, Western Australia.

General Provisions
This Agreement is governed by the laws of Western Australia. We may assign or subcontract our rights and obligations under this Agreement, with notice provided to you.