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Terms & Conditions Client services

These terms and conditions are a legal agreement between you (the client) and ADPJ Media ABN 78 441 728 707 ("ADPJ Media", “adpjmedia.com.au”, “ADPJ”, "we" or "us").

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1. DELIVERABLES

The term “Deliverables” refers collectively to Services and Products. ADPJ Media will provide photo and or video production services to the Client in relation to the creation of video or other creative artistic work. The specific nature of the services that ADPJ Media will provide will be as agreed in writing by ADPJ Media and the Client and contained in a written quotation with an outline of approach, pricing and schedule of work.

ADPJ Media warrants that any services that it provides as part of the deliverables will be provided with a reasonable level of care and skill, using appropriately skilled personnel.

The Client shall make an employee available to meet with ADPJ Media when ADPJ Media reasonably requires for the purposes of discussing the status of the Deliverables.

These Terms and any written Production Schedule outline the agreement between ADPJ Media and the Client in relation to the supply by ADPJ Media of Deliverables. They supersede any document that the Client may issue (such as a purchase order), and all prior agreements, negotiations, communications, and representations by the parties.

 

2. QUOTATIONS

If the Client requests it, ADPJ Media may issue a quotation in respect of any Deliverable proposed to be provided under these Terms. The quotation remains open for acceptance for up to 21 days from the date of issue.  Fancy Films may withdraw a quotation at any time. The Client can accept a Quotation by signing a copy of it and sending to ADPJ Media, or to ADPJ Media by e-mail.

If the Client accepts ADPJ Media quotation, ADPJ Media will issue a Production Schedule setting out the following details:

a. the nature of the Deliverables to be provided pursuant to the Production Schedule;
b. any specifications for the Deliverables;
c. a production plan or script outline for the preparation of the Deliverables;
d. the fee payable to ADPJ Media for the Deliverables and the payment schedule for the Deliverables;
e. all accounts must be paid in full within 14 days of invoice

Once the Client accepts the Production Schedule ADPJ Media will begin providing the Deliverables in accordance with the Production Schedule. The Client can accept a Production Schedule by signing a copy of it and sending it to ADPJ Media, or by e-mail. To the extent of an inconsistency between these Terms and a Production Schedule, the Production Schedule prevails.

Any quotation that ADPJ Media gives is based on the information that was provided to ADPJ Media at the time of quotation.

If that information is later found to be inaccurate or there is a change to the nature or scope of the Deliverables or if circumstances change, ADPJ Media may charge an additional amount calculated on a time and materials basis at ADPJ Media’s standard scale of charges.

 

3. PRODUCTION RATES, EXPENSES & INVOICING

Unless the price for the Deliverables is stated in a Production Schedule to be fixed, ADPJ Media is entitled to charge the Client for Deliverables on a time and materials basis at ADPJ Media’s standard scale of charges from time to time. The Client will also pay ADPJ Media any licensing or other fee that ADPJ Media is required to pay to obtain or maintain a licence for the Client for any music or other creative artistic work together with ADPJ Media’s own charge that it levies for handling and/or obtaining any relevant sub-licences.

If ADPJ Media is required to attend the Client’s or any other premises for any reason pursuant to these Terms, the Client will reimburse ADPJ Media for reasonable transport and/or accommodation expenses incurred by ADPJ Media in doing so.  All travel and accommodation will be charged at cost.  However this does not include transport expenses within 25km of the Melbourne Central Business District. The Client will also indemnify Fancy Films and keep it indemnified for all expenses Fancy Films may incur on the Client’s behalf or in carrying out its obligations under these Terms.

The client will indemnify us for all expenses we incur on your behalf or in carrying out our obligations under these Terms (including freight, handling, insurance, prints, materials, proofs and media and any contracts that we enter into as your agent)

ADPJ Media invoices are payable within 14 days of the invoice date.

Payment is to be made by direct debit to an account nominated in writing by ADPJ Media (and must confirm to ADPJ Media in writing when it has done so). If the Client does not pay an invoice by that time, then without prejudice to ADPJ Media’s rights: (a) interest is also payable on the outstanding amount, to be calculated at the prescribed rate under the Victorian Penalty Interest Rates Act 1983; and (b) by written notice to the Client, ADPJ Media can suspend or terminate any licence granted to the Client to use the Deliverable in respect of which payment is outstanding, and may recover or remove from the Facilities any Deliverables for which payment has not been made.

Upon payment in full for the Deliverables, ADPJ Media grants the Client a non-exclusive and non-transferable perpetual licence to use the Intellectual Property for the Client’s own business purposes However, the Client must not copy or use any of the Intellectual Property for any other purposes, or permit any act to be done, that infringes ADPJ Media’s (or its licensors’) intellectual property rights including music.

The Client must ensure that the written details for any Deliverable (whether in the Production Schedule, script or call sheet) meets with the Client’s requirements prior to the work commencing under this document.

 

4.  INTELLECTUAL PROPERTY

Except to the extent agreed in writing by ADPJ Media, all intellectual property rights relating to any footage, graphic design, animation or other creative artistic work provided to the Client by or on behalf of Fancy Films pursuant to these Terms the “Intellectual Property” remains the property of ADPJ Media.  ADPJ Media may display its own copyright and intellectual property notices on any Products and the Client must not, remove, obscure, deface or alter such copyright and intellectual property notices.

 

5.  CONFIDENTIALITY

Each party acknowledges the confidentiality of the other party’s confidential information. Neither party will gain a right or interest in the other party’s confidential information, other than for the purposes contemplated by these Terms. Each party must keep all of the other party’s confidential information confidential, and only use it for the purposes of fulfilling its obligations under these Terms. However this obligation will not apply to information which: (a) was in the public domain when it was provided to a party, or later enters the public domain, through no fault of the party; or (b) the party is obliged by law to disclose, provided that it has first advised the other party of this obligation.

 

6. TERM AND TERMINATION

Either party may terminate the agreement under a Production Schedule or these Terms generally, if the other party:

(a) breaches a material obligation under these Terms and does not remedy that breach within 14days of a written notice of that breach from the other party; or
(b) is or is deemed to be insolvent, or ceases to conduct its’ business in the ordinary way (except if it has assigned its rights and obligations under these Terms in accordance with these Terms prior to that occurring), or an administrator, receiver, receiver and manager, official manager, liquidator, provisional liquidator, or similar is appointed in respect of the other party or any of its assets.

On termination of an agreement under a Production Schedule or these Terms, ADPJ Media is entitled to invoice the Client for all Deliverables provided or in the process of being delivered but not yet invoiced, including Products ordered for the Client but not yet delivered and invoiced (unless the Products can be returned to their supplier for a refund without cost or penalty). If any amount payable under these Terms remains unpaid 30days after termination then, without prejudice to ADPJ Media’s other rights, all licenses granted to the Client for which payment has not been received shall automatically terminate, and ADPJ Media may retake possession of any unpaid products.

The Client’s obligations including any obligations to indemnify Intellectual Property and each party’s obligations under Confidentiality and this clause survive the termination of any agreement under these Terms for any reason.

 

7.  GENERAL PROVISIONS

These Terms are governed by and will be interpreted according to the laws of Victoria, and the parties consent and submit to the jurisdiction of the Victorian courts.

If any provision of these Terms proves to be illegal or unenforceable for any reason, that provision is deemed omitted without affecting the remaining provisions and the remaining provisions of these Terms shall continue in full force and effect.

Any notice required or contemplated by these Terms is deemed to have been properly given to a party if it is in writing, properly addressed and delivered personally, or mailed postage prepared addressed or by facsimile to the party at its addresses set out in these Terms, or such other address nominated by a party in writing.

The Client may not assign any of its rights or obligations under these Terms without ADPJ Media’s prior written consent. ADPJ Media may arrange for subcontractors to perform any of its obligations under these Terms or a Production Schedule.

ADPJ Media’s failure, delay or neglect to enforce a term of these Terms is not to be taken as a waiver of that term or ADPJ Media’s rights, or a consent to, a waiver of, or any excuse for any different, continuing, or subsequent breach.

These Terms may only be amended or varied by written agreement of the parties.

Terms & Conditions Online services

These terms and conditions (“User Agreement”) are a legal agreement between you and ADPJ Media ABN 78 441 728 707 ("ADPJ Media", “adpjmedia.com.au”, “ADPJ”, "we" or "us") which makes available on the adwpjmedia.com.au web site (“Site”) information provided by third parties (including advertisements to sell cameras or other products or services, links to third party web sites, etc.). This User Agreement sets out your and our rights and obligations relating to this site and the services we offer through it. The site adwpjmedia.com.au is only an online photography & videography gallery, blog site and platform for the sale of video filmed and photographs taken by employees of ADPJ Media.

 

You should read this User Agreement carefully and in full before registering at adpjmedia.com. By registering for at adpjmedia.com or viewing this site, you agree to be bound by this User Agreement and each time you use the adpjmedia.com site you confirm your agreement to the then current awpjmedia.com terms and conditions. Please print a copy of this User Agreement and keep it safe for future reference.

 

1.     INFORMATION ABOUT US

  1. adpjmedia.com is operated by ADPJ Media ABN 78 441 728 707. Please note the following information about us: We are a company registered in Australia and have our registered office in Altona Meadows. 

 

2.     SERVICE AVAILABILITY

  1. Our site is only intended for use by users resident in Australia (“Serviced Territory”). However we do accept registrations from users outside the Serviced Territory.

 

3.     PERSONAL DATA

  1. We will gather, use and disclose personal, contact and payment data you have registered with us in accordance with our Privacy Policy.

  2. You agree not to use information about other adpjmedia.com Service users that you obtain from using the adwpjmedia.com Service, from us or from another adpjmedia.com Service user except to participate in Transactions through the adpjmedia.com Service. You agree (without limitation) to use information concerning other adpjmedia.com Service users only for the purposes of participating in a Transaction with those users and not to send them unsolicited messages or to harass them.

 

4.     INTELLECTUAL PROPERTY

  1. In this section, the following words have the meaning given to them:

    1. “Content”: all artwork, text, information, data, software, executable code, images, audio or video material in whatever medium or form provided to us by you for incorporation in our Site, whether User Feedback or otherwise.

    2. “Provider Content” all artwork, text, information, data, software, executable code, images, audio or video material in whatever medium or form, produced or created by employees of ADPJ Media.

    3. “Intellectual Property Rights”: all intellectual property rights wherever in the world arising, whether registered or unregistered (and including any application), including copyright, know-how, confidential information, trade secrets, business names and domain names, Marks, patents, petty patents, utility models, design rights, semi-conductor topography rights, database rights and all rights in the nature of unfair competition rights or rights to sue for passing off.

    4. “Marks”: any and all trade marks, trade names, service marks, trade dress, logos, URLs or identifying slogans, whether or not registered.

    5. “Visitor”: a visitor to our site.

    6. “Derivative Works”: original content created by adpjmedia.com which is contained on our Site that is based on the Content

  2. You warrant to us that the Content complies with the requirement of Australian Law and:

    1. does not violate any law, statute, ordinance or regulation (including the laws and regulations governing export control);

    2. is not defamatory, trade libellous, unlawfully threatening or unlawfully harassing;

    3. does not violate any laws regarding unfair competition, anti-discrimination or false and misleading advertising; and

    4. does not contain any viruses, Trojan horses, worms, time bombs, cancel bots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information.

  3. We have no obligation to you, and undertake no responsibility, to review the Content to determine whether any such Content may result in any        liability to any third party or any breach of any law.

  4. Notwithstanding anything to the contrary contained in this User Agreement, if we reasonably believe that any Content may create liability for us, we may remove such Content as we believe, in our sole discretion, is prudent or necessary to minimise or eliminate our potential liability.

  5. We retain all Intellectual Property Rights in our site, the Derivative Works and our Marks, and nothing in this contract shall be taken to grant any rights to you in respect of such Intellectual Property Rights.

  6. Title to and ownership of all Intellectual Property Rights embodied by or otherwise incorporated into the Content shall remain with you. Except as expressly provided in this licence, nothing shall be construed to grant to us any right, title or interest in or to the Content.

  7. Any and all Visitor data (such as name, address and e-mail address) collected through any user registration process or otherwise shall be owned by us.

  8. You shall indemnify and keep us indemnified against all costs, claims, damages, losses and expenses arising as a result of any claim or action that the Content and/or your Marks infringe Intellectual Property Rights belonging to a third party.

  9. You acknowledge you are not permitted to remove, capture or copy any content or provider content on the adpjmedia.com site under any circumstances unless you have written consent from adpjmedia.com or you have purchased and paid for said content created by adpjmedia.com and hold proof of purchase in your name.

 

5.     UNAVAILABILITY OF THE ADPJMEDIA.COM SERVICE

  1. We reserve the right to withdraw or amend the adpjmedia.com Service we provide without notice.

  2. We do not guarantee uninterrupted, continuous, or secure access to the adpjmedia.com Service.

  3. You acknowledge that there may be times when the adpjmedia.com Service becomes unavailable, whether on a scheduled or unscheduled basis.

  4. We will not be liable to you or any third party if for any reason our site is unavailable at any time or for any period

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6.     MISUSE

  1. You understand and agree that we may in our sole discretion suspend or terminate any of your accounts if you are, or appear to us to be, in breach of this User Agreement (including, without limitation, through the provision of false registration details or other misuse of adwpjmedia.com Service), and to suspend or withdraw all of your listings.

  2. If your account is suspended or terminated you must not re-register for the adpjmedia.com Service without our prior consent.

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7.     OUR LIABILITY

  1. We will use reasonable skill and care in making the adpjmedia.com Service available to you. Otherwise, to the maximum extent permitted by law, the adpjmedia.com Service is provided without any warranties or guarantees. In particular, we do not warrant that the adpjmedia.com Service, our site or any of its contents is virus free. You must take your own precautions in this respect as we accept no responsibility for any infection by virus or other contamination or by anything that has destructive properties. Although we will do our best to provide constant, uninterrupted access to the adpjmedia.com Service, we do not guarantee this. We accept no responsibility or liability for any interruption or delay.

  2. Our liability in connection with the adpjmedia.com Service and to you under this User Agreement is strictly limited to the greater of the amount of fees you pay to us for the Transaction giving rise to the liability or $500.00.

  3. We accept no liability for any loss of income or revenue, loss of business, loss of profits or contracts, loss of anticipated savings, loss of data, waste of management or office time or for any indirect or consequential loss or damage of any kind however arising out of or in connection with this User Agreement. and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable.

  4. This does not include or limit in any way our liability for any breach of this User Agreement by adpjmedia.com (unless that breach was caused by you) or for any negligence by adpjmedia.com or for any matter for which it would be illegal for us to exclude, or attempt to exclude, our liability (including under the Trade Practices Act 1974 (Cth) and relevant state fair trading legislation).

 

8.     INDEMNITY
You agree to indemnify adpjmedia.com against all claims, demands, damages, costs, penalties, expenses (including reasonable legal expenses) and liabilities made by any third party that may arise from:

  1. any breach of this User Agreement by you (including any matter relating to your adpjmedia.com account);

  2. any wilful, unlawful or negligent act or omission by you;

  3. the publication of any information (including an advertisement) supplied by you;

  4. the sale or offering for sale of any Item; or

  5. your violation of the rights of any third party;

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9.     EVENTS OUTSIDE OUR CONTROL

  1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a contract that is caused by events outside our reasonable control (Force Majeure Event).

  2. A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:

    1. strikes, lock-outs or other industrial action.

    2. civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war.

    3. fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster.

    4. impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport.

    5. impossibility of the use of public or private telecommunications networks.

    6. the acts, decrees, legislation, regulations or restrictions of any government.

  3. Our performance under any contract is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavours to bring the Force Majeure Event to a close or to find a solution by which our obligations under the contract may be performed despite the Force Majeure Event.

 

10.  WRITTEN AND OTHER COMMUNICATIONS
Sometimes applicable laws require that some of the information or communications we send to you should be in writing. When using our site, you accept that communication with us will be mainly electronic. We will contact you by e-mail or provide you with information by posting notices on our website. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights. All communications between you and us must be in English.

 

11.  NOTICES
All notices given by you to us must be given to adpjmedia.com. We may give notice to you at either the e-mail or postal address you provide to us when placing an order, or in any of the ways specified in paragraph 12. Notice will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e- mail, that such e-mail was sent to the specified e-mail address of the addressee.

 

12.  TRANSFER OF RIGHTS AND OBLIGATIONS

  1. The User Agreement between you and us is binding on you and us and on our respective successors and assigns.

  2. You may not transfer, assign, charge or otherwise dispose of a User Agreement with us, or any of your rights or obligations arising under it, without our prior written consent.

  3. We may transfer, assign, charge, sub-contract or otherwise dispose of a User Agreement with you, or any of our rights or obligations arising under it, at any time during the term of the User Agreement.

 

13.  WAIVER

  1. If we fail, at any time during the term of a contract, to insist upon strict performance of any of your obligations under the contract or any of these terms and conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under the contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.

  2. A waiver by us of any default shall not constitute a waiver of any subsequent default.

  3. No waiver by us of any of these terms and conditions shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing in accordance with paragraph 13 above.

 

14.  SEVERABILITY
If any of these terms and conditions or any provisions of a contract are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

 

15.  OUR RIGHT TO VARY THESE TERMS AND CONDITIONS

  1. We have the absolute and sole discretion to modify or amend this User Agreement and the Transaction Rules from time to time and such modifications and amendments will be binding upon you once displayed on the Site. You should regularly check the terms and conditions of the User Agreement.

  2. If you do not wish to be governed by an amended version of this User Agreement or the Transaction Rules you must cease to use the adpjmedia.com Service.

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16.  ENTIRE AGREEMENT

  1. These terms and conditions and any document expressly referred to in them represent the entire agreement between us in relation to the subject matter of any contract and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing. To the maximum extent permitted by law, all other terms whether express or implied re excluded.

  2. We each acknowledge that, in entering into the User Agreement, neither of us has relied on any representation, undertaking or promise given by the other and nothing may be implied from anything said or written in negotiations between us prior to the User Agreement except as expressly stated in these terms and conditions.

  3. Neither of us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of any contract (unless such untrue statement was made fraudulently) and the other party’s only remedy shall be for breach of contract as provided in these terms and conditions.

 

17.  LAW AND JURISDICTION
This User Agreement will be governed and construed the laws of the State of Victoria and you irrevocably submit to the exclusive jurisdiction of the Courts of that State.

 

18.  INTERPRETATION
In this Agreement where the context permits a reference to “you” includes any one acting on your behalf or with your express or implied authority.

 

19.  UNLAWFUL CONTENT
I hereby agree not to upload any images, photographs and or content which may be considered unlawful. adpjmedia.com will if required provide under request any information to the Australian Federal Police.

 

20.  REFUND POLICY
Paying businesses agree that membership is non-refundable at the time that payment is made. If you are dissatisfied with the website you are free to discontinue using the website, and as such membership fees or other payments you have made to adpjmedia.com are not subject to refunds. In the case of an event not specifically covered in the Refund Policy, refunds will be given at the discretion of adpjmedia.com.

 

21.  SUBSCRIPTIONS
Paying businesses agree that membership is on a subscription basis and businesses will be charged on the final day of their billing cycle, for the same Membership Type and Payment Type (being monthly, bi-annually, or annually) currently subscribed to. Subscribers can cancel this at any time without notice to avoid the next billing cycle charge. Guaranteed.

 

22.  DELIVERY POLICY
The service subscribed to will be provided immediately upon successful payment

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