VisualWeb Hosting and Maintenance Services Agreement

VisualWeb ABN 85 710 883 725
12 Bidwell Street, Mernda, VIC 3754
Email: info@visualweb.com.au

1. About this Agreement

This Hosting and Maintenance Services Agreement (Agreement) is made between VisualWeb ABN 85 710 883 725 of 12 Bidwell Street, Mernda, VIC 3754 (VisualWeb, we, our, us) and the Client (you, your). By subscribing to our Services, you agree to be bound by this Agreement. This Agreement forms a legally binding contract between the parties upon acceptance or commencement of the Services.

2. Duration and Automatic Renewal

This Agreement commences when you create an account for a Hosting Plan and continues for the Subscription Period. At the end of each Subscription Period, this Agreement automatically renews for a further period equal to the Subscription Period unless either party provides written notice to terminate at least 28 days before renewal. You may opt out of automatic renewal by giving such written notice.

3. Provision of Services

We will use reasonable endeavours to provide the Services pursuant to the terms of this Agreement until terminated. You acknowledge that we may engage third-party suppliers or subcontractors to deliver the Services and may change these providers at any time at our discretion. We will use reasonable care to ensure that third-party providers meet industry-standard data security and reliability standards.

4. Payment of Fees

VisualWeb will invoice you for the Fees. All Fees are quoted in Australian Dollars and are exclusive of GST. GST will be added where applicable. Fees will be automatically deducted at the beginning of each Subscription Period. Where automatic deduction does not occur, invoices must be paid within 14 days of the invoice date. Late payments may incur interest at 2% per month on the outstanding balance. We may adjust our Fees by giving at least 28 days’ notice before the end of a Subscription Period. Any work performed outside the inclusions of your Hosting or Maintenance Plan will be billed at an hourly rate of $135 plus GST, unless otherwise agreed in writing.

5. Use of Services and Prohibited Conduct

You must cooperate with us and provide all information reasonably required to perform the Services. All Hosting Plans have resource limits. Exceeding these limits may require an upgrade. You must not use the Services to engage in Prohibited Conduct or host Prohibited Content as defined in this Agreement. This includes, without limitation, unlawful activity, spamming, hacking, malware distribution, or hosting offensive or infringing content.

6. Suspension

We may suspend access to the Services if you consume excessive resources, engage in prohibited conduct, host prohibited content, or fail to pay Fees more than 14 days past their due date. We will provide at least 7 days’ notice before suspension for unpaid Fees. Access will be reinstated once outstanding amounts are settled.

7. Domain Names

If we procure a domain name for you, we do so as your agent. You are responsible for compliance with domain policies, including ICANN and .auDA rules. Our Fees exclude Premium Domain Names unless otherwise agreed. Domain registration is subject to availability and registry conditions.

8. Maintenance Services

Where included in your Hosting Plan, we will perform Maintenance Services in accordance with plan inclusions. We are not liable for bugs or errors arising from third-party software updates. We recommend maintaining offsite backups independent of our Services.

9. Warranties

We warrant that during the Subscription Period our Services will perform substantially as described. Subject to Non-excludable Conditions, we make no other warranties regarding fitness for purpose or uninterrupted availability.

10. Support

Support is provided via our support desk during standard business hours (9am–5pm AEST, Monday to Friday). We are not liable for outages caused by third-party infrastructure or telecommunications providers.

11. Privacy and Confidentiality

We handle personal information in accordance with our Privacy Policy. We take reasonable technical and organisational measures to protect personal information from unauthorised access or disclosure. We may disclose information as required by law or for proper operation of our Services.

12. Intellectual Property

We warrant that we own or hold valid licences for the Intellectual Property in our Services. You retain ownership of all pre-existing Intellectual Property and content you upload. You grant us a licence to host and display your website content as necessary to provide the Services.

13. Limitation of Liability

Subject to Non-excludable Conditions, our aggregate liability for any loss or damage in connection with the Services is limited to the total Fees paid by you for the Services during the preceding 12 months. We exclude liability for indirect or consequential loss, data loss, malware, or third-party software issues.

14. Indemnity

You indemnify us against all costs, damages, or expenses arising from your breach of this Agreement, misuse of the Services, infringement of Intellectual Property rights, or violation of any law including the Spam Act 2003 (Cth) or Privacy Act 1988 (Cth).

15. Termination

Either party may terminate this Agreement by giving at least 28 days’ written notice before the end of a Subscription Period. We may terminate immediately for insolvency or unlawful conduct. Upon termination, you have 7 days to transfer data before permanent deletion. All outstanding Fees remain payable.

16. Dispute Resolution

Disputes must first be resolved through good-faith negotiation. If unresolved within 30 days, either party may refer the matter to mediation under the Resolution Institute Mediation Rules in Melbourne, Victoria. This clause does not restrict urgent legal action.

17. General Provisions

Notices must be in writing and delivered by email or registered post to the parties’ last known addresses. We may assign or subcontract our rights under this Agreement. You must not assign your rights without our written consent. This Agreement is governed by the laws of Victoria, and the parties submit to its non-exclusive jurisdiction. If any clause is unenforceable, it will be severed to preserve the remainder of the Agreement.

18. Definitions and Interpretation

• Client means the person or organisation acquiring the Services from VisualWeb.
• Event of Force Majeure means any event beyond a party’s reasonable control, including natural disasters, war, industrial action, or cyber incidents.
• Fees means all charges payable for Hosting Plans and related services.
• Non-excludable Conditions means guarantees which cannot be excluded under the Competition and Consumer Act 2010 (Cth).
  Subscription Period means the duration selected when subscribing to a Hosting Plan, typically one year.