TPR Media Terms and Conditions
“Company” – The Peoples Republic QLD Pty Ltd (Trading as TPR Media)
“Client” – Company listed in campaign particulars
- ”Company” agrees to provide “Client” with Search Engine Optimisation (hereinafter referred to as “SEO”) services.“Company” is authorised to use the number of mutually agreed key phrases in the campaign particulars set forth to the “Company” for improving the ranking of, and/or positioning the contents of the “Client’s URL(s)”.
- ”Client” agrees to pay “Company” a fee as stated. The fee must be received prior to the start of any services provided.
- For the purposes of providing these services, “Client” agrees to provide: Give“Company” FTP access to the main site for uploading, title tags, meta tags, and making changes for the purpose of optimisation. Unless agreed otherwise.
- Selected target region search engines include:
- “Client” acknowledges the following with respect to services:
- “Company” has no control over the policies of search engines with respect to the type of sites and/or content that they accept now or in the future. “Client” site may be excluded from any directory at any time at the sole discretion of the search engine or directory.
- The “Company” is not responsible for changes made to the website by other parties that adversely affect the search engine rankings of the “Client’s” website.
- On acceptance of the campaign particulars, keyphrases selected for SEO are mutually agreed to by the “Client” and the “Company”.
- The minimum term unless stated otherwise in campaign particulars of the SEO agreement is 12 months. If the “Client” wishes to terminate the agreement prior to 12 months, the total amount of the campaign must be paid in full to the “Company”. At 12 month mark, the campaign will continue on a month to month basis. The client can notify the “Company” of a cancellation with 30 days written notice.
- “Client” guarantees any elements of text, graphics, photos, designs, trademarks, or other artwork provided to “Company” for inclusion on the website above are owned by “Client”, or that “Client” has received permission from the rightful owner(s) to use each of the elements.
- For convenience, payments will be automatically debited from your nominated account once a month.
- Cancellations of any SEO services must be made in writing by email. Please send to TPR Media, 304 Montague Road, West End, 4101, Queensland, Australia. Our email address is: [email protected]
- This agreement is to be governed by the laws of the State of Queensland and the parties hereby submit to the jurisdiction of the courts and Tribunals of Queensland and of the courts hearing appeals from those courts and Tribunals.
Service Agreement – PPC
• “Services” Pay-Per-Click Advertising (PPC). PPC is the management of pay-per-click advertising mediums for the purposes of delivering visitors to websites.
• “Company” The Company, as detailed within the “Campaign Particulars” shall supply the “Services” under the terms of this agreement to the “Client”.
• “Client” The Client, as detailed within the “Campaign Particulars” and including its representatives shall receive the “Services” under the terms of this agreement from the “Company”.
• “Campaign Particulars” The Campaign Particulars comprises the components of the Adwords campaign including but not limited to the number of targeted key phrases, the “Term”, the “Fee” and guarantees where included.
• “Term” The time period for which this agreement applies.
• “Website” The location defined by the unique resource locator (URL) being targeted by the campaign.
• “Key Phrases” The mutually agreed target search phrases for which the “services” apply.
• “Fee” The “Client” agrees to pay the “Company” for the “services” to the agreed total of the “term”. Payments may be made in
instalments in accordance with the “campaign particulars”.
1. The Company agrees to provide the “Client” with the “Services” as detailed in the campaign particulars email and is authorised to use the “Key Phrases” to attempt to improve the ranking of and/or positioning of the “Website” within search engines.
2. The “Client” shall acknowledge and accept the campaign particulars by reply email prior to the campaign commencing and in doing so enters this agreement for the provision of the “Services”.
3. For the purposes of providing these services, “Client” agrees to provide where applicable: Google Analytics log in details, suggested key phrases for key phrase testing and any copy suggestions for Ad creation.
4. The “Client” agrees that this agreement shall continue for the “term” from the date of this agreement. Either party may terminate this agreement by giving each other one month’s written notice after the expiry of the “term” from the date of this agreement. In the event that the “Client” terminates the “services” within the “term” from the date of this agreement, the “Client” agrees that it shall be liable for and shall pay the “fee” for the balance remaining of the “term”.
5. The “Client” acknowledges and agrees that:
a) The “Company” has no control over the policies of media websites with respect to the type of sites and/or content that they accept now or in the future. The “Client” site may be excluded from any website at any time at the sole discretion of the media website.
b) Keyphrases selected for PPC must be mutually agreed to by the “Client” and the “Company”.
c) The “Client” shall make periodic payments for the management “fee” according to the “campaign particulars”. Payments must be made or direct debits scheduled in advance for the payment period. No work will commence until such payment is made or direct debit scheduled. In the event of a failed debit attempt, the “Client” agrees to be debited an administration fee of $9.90 inc GST by the 3rd Party debit provider engaged by the “Company”.
d) The monthly budget for click volume spend must be agreed upon before commencing service.
e) The “Company” shall deploy its labours and assets towards the supply of the “services” including but not limited to its intellectual property, research and development, content, reporting and advisory services as they relate to the “campaign particulars”. The “Client” acknowledges that the provision of these labours and assets will occur without relation to the instalment payments of the “fee”.
f) The “Client” acknowledges that the “Company” makes no warranty that PPC will generate an increase in sales, business activity, profits or any other form of improvement for the “Clients” business or any other purpose. The “Client” is liable for and agrees to indemnify the “Company” in respect of any loss or liability which the
“Company” suffers, incurs or is liable for as a result of (i) any information given by the “Client” that is not accurate, up to date or complete or is otherwise misleading; or
(ii) any breach of these Terms, or (iii) any damage to the reputation of the “Company” suffered as a consequence of the “Clients” breach of the Terms. If work is delayed through no fault of the “Company”, no refund or compensation will be provided to the “Client”.
g) The “Client” agrees to co-operate with the “Company” (at the expense of the “Client”) in the handling of any disputes, complaints, investigations or litigation that arise as a result of the “Clients” use of the “Services” or its conduct pertaining to this agreement. This includes but is not limited to disputes, complaints, investigations or litigation that arises out of or relates to incorrect information the “Client” has provided to the “Company”.
h) The obligations of the “Client” pursuant to Clauses 5 (g), (h) will survive termination of this agreement.
6. The “Client” agrees not to hold the “Company” liable for or in relation to any consequential loss (which includes but is not limited to loss of profits, loss of revenue, loss of business opportunities, loss of anticipated business opportunities, loss of anticipated savings and damage to goodwill) which relate to the obligations of the “Company” under this agreement.
7. There are no refunds available on “services” provided by the “Company”.
8. This agreement is subject to the jurisdiction of the State of Queensland, Australia and the parties irrevocably submit to the jurisdiction of the courts of the State of Queensland.
9. The “Client” may not offer any form of employment to “Company” staff at any time whilst engaging the services of the “Company”, or within 12 months of ceasing this or any other services.
11. Priority: If the terms of this agreement differ from any other information that the “Client” has been provided with, including by email or phone, the terms of this agreement apply, unless the “Company” agrees to otherwise in writing.
12. GST: By accepting this agreement the “Client” agrees to pay the “Company” an amount equivalent to the GST imposed on these charges.
13. Relationship of parties: This agreement is not intended to create a relationship between the parties of partnership, joint venture, or employer-employee. The “Company” may provide the “Services” to the “Client” using its employees, contractors and any third party providers it so chooses in relation to the agreement.
14. Assignment: The “Client” must not assign or deal with the whole or any part of its rights or obligations under the agreement without the prior written consent of the “Company”. Any purported dealing or representation in breach of this clause is of no effect.
15. Severance: If any provision (or part of it) of the agreement is held to be unenforceable or invalid in any jurisdiction, then it will be interpreted as narrowly as necessary to allow it to be enforceable or valid. If a provision (or part of it) of the agreement cannot be interpreted as narrowly as necessary to allow it to be enforceable or valid, then the provision (or part of it) must be severed from the agreement and the remaining provisions (and remaining part of the provision) of the agreement are valid and
The Peoples Republic QLD Trading as TPR Media
Terms and Conditions
These terms and conditions (Agreement) apply to the provision of any services by The Peoples Republic QLD Trading as TPR Media (ACN 109 565 095) (or one of our related companies) (TPR Media, we, us, our) to you (you, your, yourself) from time to time (individually, a Service, collectively, the Services).
BY USING OUR HOSTING SERVICES OR ORDER FOR ANY SERVICES (WHICHEVER OCCURS FIRST), YOU ARE DEEMED TO HAVE ACCEPTED AND ARE BOUND BY THIS AGREEMENT (INCLUDING ANY OTHER AGREEMENTS OR POLICIES THAT ARE EXPRESSLY INCORPORATED).
Certain words used in this Agreement have a special meaning which is set out in clause 1 below.
Commission means the difference between the Fees we charge you as a reseller, and the retail fees you charge end-customers where a transaction occurs in our system.
Domain Terms means those additional domain name specific terms currently located at https://www.tppwholesale.com.au/legals/domain-terms/. Many of these Domain Terms must be passed on to your end-customers
Fees means the charges for the Services as quoted. Unless otherwise stated, the Fees are exclusive of taxes.
Registrar means an entity accredited by the Registry to offer registration services for a particular domain space. We are a Registrar ourselves for certain domain spaces, and we also use other Registrars when processing certain domain name registrations.
Registration Agreement means the agreement or agreements to be entered into between the registrant and the Registrar, the relevant Registry or other authority to register, renew or transfer a domain name. The current Registration Agreement for each domain name offered by us can be accessed at clause 1 of the Service Terms.
Registrant means the applicant for, and on registration, the licence holder of a domain name.
Registry or Naming Authority means the entity authorised to administer the registry for a domain name.
Term and Services
2.1 This Agreement commences on the date you accept the terms (as noted above), and terminates on the day notified by either party in accordance with the terms of this Agreement.
2.2 Services will be automatically renewed for further periods equal to the previous term. Cancellation of a Service must occur prior to automatic renewal, as cancellations submitted after the scheduled automatic renewal date will not receive any refunds or credits. Should you wish to cancel a domain name, we recommend disabling auto-renew functionality for the domain name in question to ensure it cancels at the conclusion of its existing term.
2.3 If you (or your end customer) wish to cancel an individual Service, you (or the end customer, as the case may be) must complete provide 30 days written notice.
2.4 Upon request, an end customer may become a direct customer of ours, or a customer of another reseller. We will notify you of this request and will action the request if:
(a) you have provided your authority to proceed;
(b) you have not responded to our notification within 48 hours;
(c) your account has been suspended and/or terminated for non-payment or breach of our terms of supply.
Subject to your continuing compliance with the terms of this Agreement, we grant you a non-exclusive, non-transferable, royalty free licence (with no right to sub-license) to use and access our systems for the sole purpose of reselling our Services. This licence will immediately expire upon termination of this Agreement. No other licenses are granted to you under this Agreement.
4.1 You must keep all Login Details secure and confidential at all times and must not disclose them to anyone else (except those of your employees who need to know for the purposes of their employment). You agree that you are totally responsible for all activity on your Account, and that we are entitled to treat instructions or orders processed through your Account as instructions originating from you.
4.2 You must notify us immediately of any breach of security or unauthorised use of your Login Details to access our systems. We will not be liable for any loss you incur due to any unauthorised use of your Login Details or access to your Account. For security purposes, we recommend you change your password(s) at least once every 6 months.
4.3 In the event your Account has an unused prepaid balance, those funds cannot be held indefinitely. Where there has been no activity on your Account for a minimum continuous period of twelve (12) months, the prepaid balance will be forfeited.
Fees & Commission
5.1 You are solely responsible for payment of all Fees (together with any applicable taxes) payable to us for the Services. The failure to meet any Fees as and when they fall due is a material breach of this Agreement. As a reseller, you determine the retail fees your end-customers will be charged.
5.2 We will process orders for provision of Services only to the extent your Account has sufficient funds available. If we have agreed to provide you with a credit account, we will invoice you for the Fees (together with any applicable taxes) relating to the ordered Services, and you must pay us the Fees by the due date stipulated in the invoice.
5.3 If you wish to dispute an invoice or charge, then you agree to do so in good faith and within thirty (30) days of date of invoice or charge.
5.4 If your Account contains a negative balance or you fail to pay any Fees when due, we may suspend your Account, or the provision of Services to you and may require you to enter into alternative payment arrangements for the Services.
5.5 In the event any collection action is taken by us to recover any overdue amount, any costs incurred by us in recovering the debt (including, without limitation, any legal expenses (on a solicitor/client basis), collection agency charges or any other reasonable associated costs incurred) are payable by you and shall be recoverable by us as a separate debt.
5.6 If we provide a Whitelabel billing service to you, you appoint us as your billing agent and we will:
(a) on your behalf, invoice your customers for the Services at the retail fees set by you;
(b) collect the fees from your customers;
(c) remit to you the Commission; and
(d) issue a recipient created tax invoice (RCIT) for the payment of the Commission.
5.7 In respect of the issue of RCIT, you and we both acknowledge:
(a) we can issue tax invoices in respect of the supply of Services;
(b) you will not issue tax invoices in respect of the supply of Services; and
(c) both parties are registered for GST when entering into this agreement and will notify the other party if it ceases to be registered for GST.
5.8 Commissions are calculated per transaction, and at the end of each calendar month will be made available for you to review and approve. We will endeavour to pay all Commissions approved by the 15th of each calendar month to the destination nominated in your Account on the 17th of each calendar month (or the following Australian business day should the 17th fall on a weekend or public holiday). Any Commission not approved within three (3) months will be forfeited and cannot be claimed at a later date.
6.1 YOU AGREE TO READ, COMPLY WITH, AND ENFORCE (AGAINST YOUR END-CUSTOMERS) THE SERVICE TERMSAND/OR DOMAIN TERMS (AS APPLICABLE TO THE SERVICES YOU HAVE PURCHASED). YOU MUST ENSURE THAT YOUR END-CUSTOMERS ARE BOUND BY TERMS NO LESS RESTRICTIVE THAN THOSE CONTAINED IN THIS AGREEMENT (INCLUDING WITHOUT LIMITATION, THE APPLICABLE PROVISIONS OF THE SERVICE TERMS AND DOMAIN TERMS). The Service Terms and Domain Terms form part of, and are incorporated by reference into, this Agreement.
6.2 You are responsible for:
(a) ensuring that each end-customer provides full, accurate and up-to-date information in relation to the Services (and that such information is updated as necessary);
(b) providing technical and customer support to your end-customers. In the event your end-customer requests any Service related information or support, we will first direct that end-customer to contact you (using the email address or contact details contained in your Account);
(c) arranging and obtaining, any and all intellectual property right consents, clearances and authorisations (including from any third party) necessary to ensure the ordering, provisioning and/or use of our Services does not infringe upon any third party intellectual property rights. This includes, without limitation, the provision of copyrighted materials, use of trademarks and/or logos; and
(d) (except to the extent we are supplying as part of a Service to you) the proper backup and protection of all your software and data, as well as the implementation and maintenance of firewalls and reasonable security measures (including without limitation, proper virus control).
6.3 You must ensure any promotional, advertising or other material(s) you distribute to your end-customers (in any format):
(a) does not contain any misrepresentations or warranties relating to us or our Services;
(b) complies with all relevant advertising standards and applicable laws (including without limitation, spam laws); and
(c) does not contain any offensive, misleading, derogatory, infringing or unacceptable content.
You agree that you will cease distributing any promotional, advertising or other material(s) which we believe, in our sole discretion (such discretion to be exercised in a reasonable manner), do not comply with any of the above criteria.
6.4 Failure to comply with any obligations under this clause 6 will constitute a material breach of the Agreement by you.
Warranties / Disclaimers
7.1 You represent and warrant that:
(a) you are authorised to enter into this Agreement, act on behalf of your end-customers in respect of the Services, and provide any required consents, clearances and authorisations under this Agreement to us;
(b) you will comply with all applicable laws relating to your performance under this Agreement (including without limitation, your use of our Services), and will not be involved in any activity which may directly or indirectly bring us or any Registry or third party supplier into disrepute; and
(c) you will act in good faith when dealing with us and utilising our systems and/or Services, and will promptly do, or arrange for others to do, all things reasonably required to give full effect to the provisions of this Agreements (and the transactions contemplated by it).
7.2 We shall use reasonable commercial endeavours to provide continuing availability of our Services, and to minimise any downtime or interruptions to the availability of our Services.
7.3 To the maximum extent permitted by law, all other conditions, warranties and guarantees expressed or implied by any legislation, the common law, equity, trade, usage or otherwise in relation to the supply of services under this Agreement or otherwise in connection with this Agreement, are expressly excluded. We make no warranty, express or implied, that (i) the Services, access and use of our systems, or information received by any party through use of our Services or systems, will be uninterrupted, error-free, virus-free, timely, secure, accurate, reliable or of any particular quality or standard, or (ii) any terms and conditions made available to you (or your end-customers) through our systems are valid, enforceable or comply with all applicable laws. In no event will we be liable to you for loss of data, or the inability to retrieve data, resulting from or incidental to the use of a Service or access to our systems.
7.4 Certain provisions of the Competition and Consumer Act 2010 (Cth) and other statutes, rules and regulations in Australia may imply certain non-excludable warranties or conditions or mandate certain statutory guarantees. To the extent that they are not permitted to be excluded, our liability for breach of such conditions, warranties or guarantees and your sole and exclusive remedy in relation to such breaches shall be limited to:
(a) in the case of software or other goods under this Agreement, at our option: (i) replacing or repairing that software or those goods, or supplying of equivalent software or goods; or (ii) paying the cost of replacing or repairing software or goods or of acquiring equivalent software or goods; and
(b) in the case of Services under Agreement, at our option: (i) supplying the Services again; or (ii) paying the cost of having the services supplied again.
7.5 We specifically disclaim any and all warranties, representations, terms and conditions related to or in connection with the products, services and performance of third parties, regardless of whether you (or your end-customers) are aware that any such product, service or performance is provided by a third party.
Liability and Indemnity
8.1 To the maximum extent permitted by law and subject to clause 7.4, you agree that we exclude all liability for indirect and consequential loss or damage of any kind, loss or corruption of data, loss of revenue, loss of profits, failure to realise expected profits or savings and any other commercial or economic loss of any kind, in contract, tort (including
negligence), under any statute or otherwise arising from or relating in any way to this Agreement.
8.2 Other than liability accepted by us in clause 7.4, our total liability for loss or damage of any kind not excluded by clause 8.1, however caused, in contract, tort (including negligence), under any statute or otherwise arising from or relating in any way to this Agreement shall not exceed an amount equal to the Fees paid by you to us in the preceding six (6) months for that Service.
8.3 You agree to indemnify, keep indemnified and hold us harmless from and against any and all actions, claims, proceedings, losses, damages, costs and expenses (including legal fees and expenses on a solicitor/client basis) and other liabilities of whatever nature, whether foreseeable or not, and whether direct or indirect, incurred by us in respect of any claim (i) by a third party arising in connection with this Agreement (except to the extent such a third party claim arises as a direct result of our breach of this Agreement), and/or (ii) arising in connection with your breach of this Agreement.
8.4 The damages payable by one party to the other party under or in connection with this Agreement will be reduced to the extent that the act or omission giving rise to liability to pay those damages was caused or contributed to by that other party.
9.1 We may immediately suspend your Account, or the provision of Services, where you fail to comply with any term(s) of this Agreement (including without limitation, complying with payment terms and any Service Terms and/or Domain Terms (as applicable)).
9.2 We will not be liable in any way for suspension of your Account or the provision of Services (including any non-performance of Services).
10.1 We may terminate this Agreement immediately and without prior notification if:
(a) you are in breach of any term(s), conditions or obligations in this Agreement and (if the breach is capable of remedy) the breach has not been remedied within fourteen (14) days of notification from us setting out the breach and requiring it to be remedied;
(b) you dispose of the whole or part of your assets, operations or business other than in the normal course of business (except for purposes of a re-organisation or reconstruction);
(c) you cease to be able to pay your debts as they become due, have an administrator or liquidator appointed, or cease to carry on business; or
(d) you are subject to an event of force majeure in excess of sixty (60) days.
10.2 Either party may terminate this Agreement for convenience on thirty (30) days’ written notice to the other party.
10.3 On termination of this Agreement:
(a) all outstanding Fees become immediately due and payable by you. Subject to the preceding sentence, clause 4.4 or any claim we have, you will be entitled to repayment of any unused prepaid balance in your Account. There are no refunds or credits for recently purchased Services in the event of termination of the Agreement; and
(b) end-customers with active services will be transferred into direct retail accounts with us or if more appropriate for the customer, will be transferred into one of our other reseller’s accounts which we may nominate at our absolute discretion.
10.4 In the event a third party supplier ceases its supply of any services to us (which are, or form part of, a Service to you), we will use reasonable commercial endeavours to honour the remaining period of your then-current Service term. However, to the extent any Service is detrimentally affected as a result of any third party supplier ceasing or varying its services, we will not be liable for any resulting delays, faults or inability to perform our obligations to you under this Agreement in respect of any such impacted Service. We will endeavour to notify you of any anticipated impacts as soon as practicable.
In addition to general Account, Billing and Service communications, we may, from time to time, issue email notifications relating to our Services, including, but not limited to Newsletters, Announcements, Promotional and Seasonal offers, and Surveys. By entering into this Agreement, you consent to us sending you email communications. You may unsubscribe from these communications at any time by amending your preferences at https://www.tppwholesale.com.au/manage-subscriptions/ or by clicking the unsubscribe link provided within the communications. You will not be able to opt-out of Critical Service Notifications, Renewal, Billing and Account Notifications, Scheduled Downtime Notifications or any other communications deemed to be an essential part of our service to you.
12.2 You acknowledge that Data will be processed by us or our suppliers, subcontractors, related corporations or agents; and may be transferred outside the jurisdiction of Australia (or in which you are based). By providing or giving access to Data, you warrant that you have complied with (i) the Privacy Law, or (ii) the applicable rules and legislation in the jurisdiction you operate in, and that you have obtained the necessary consent of any employees or third parties (including without limitation, any end-customer) that you may be acting on behalf of.
12.3 We will not keep Data longer than is necessary for the purposes for which the Data was collected or for which it is further processed. The Data collected by us will not be processed in a manner that is incompatible with the purposes for which it was obtained. You may at any time request to see the Data and amend same if required.
12.4 We agree we will take reasonable precautions to protect Data from loss, misuse, unauthorised access or disclosure, alteration, or destruction.
13.1 This Agreement contains the entire agreement between the parties with respect to its subject matter and supersedes all other representations, negotiations, arrangements, understandings or agreements and other communications.
13.2 We may update the terms of this Agreement by giving you notice of the change or posting new versions online. The period of notice required to be given depends on the nature of the change. If:
(a) the change will benefit you or have a neutral impact on you, we may make the change effective immediately and without advance notice by posting a general notice on our website as outlined above;
(b) the change is required to comply with any law or requirement of any regulatory body (including ICANN, auDA or any other domain name regulatory body), we will provide a reasonable period of notice (such period to be as reasonably practicable);
(c) the change is required to preserve or safeguard the security or integrity of any network or system we use to provide services to our customers or to maintain any accreditation we are required to have, we will make the change effective immediately and will provide notice through one or more of the methods outlined above; and
(d) for all other changes, we will also give you at least thirty (30) days’ notice.
13.3 Where a party exercises all due care and diligence, that party will not be liable for any delay or failure to perform obligations under this Agreement (other than an obligation to pay money or ensuring end-customers have accepted terms no less restrictive than
those contained in this Agreement) if the delay or failure is due to any cause beyond its reasonable control.
13.4 Neither party may assign its rights or obligations under this Agreement without the written consent of the other party which consent will not be unreasonably withheld; provided, however, that we may assign this Agreement to a successor in connection with any merger, acquisition, or sale of all or substantially all of our business or assets to which this Agreement relates.
13.5 The relationship of the parties is that of independent contracting parties. Nothing in this Agreement may be considered or interpreted as constituting the relationship of the parties as that of partners, channel partners, joint ventures or principal and agent.
13.6 No failure to exercise and no delay in exercising any right, power or remedy under this Agreement will operate as a waiver.
13.7 This Agreement is governed by, and construed in accordance with, the laws of the State of New South Wales, Australia, and the parties submit to the exclusive jurisdiction of the courts of that State.
The Peoples Republic QLD Trading as TPR Media Wholesale Affiliate
Terms and Conditions
14.1 This Agreement contains the entire agreement between the parties with respect to its subject matter and supersedes all other representations, negotiations, arrangements, understandings or agreements and other communications.
14.2 Where a party exercises all due care and diligence, that party will not be liable for any delay or failure to perform obligations under this Agreement (other than an obligation to pay money or ensuring end-customers have accepted terms no less restrictive than those contained in this Agreement) if the delay or failure is due to any cause beyond its reasonable control.
14.3 Neither party may assign its rights or obligations under this Agreement without the written consent of the other party which consent will not be unreasonably withheld; provided, however, that we may assign this Agreement to a successor or related body corporate in connection with any corporate reorganisation, merger, acquisition, or sale of all or substantially all of our business or assets to which this Agreement relates.
14.4 The relationship of the parties is that of independent contracting parties. Nothing in this Agreement may be considered or interpreted as constituting the relationship of the parties as that of partners, channel partners, joint ventures, franchise or principal and agent. You agree not to make any statement that would contradict anything specified in this clause.
14.5 No failure to exercise and no delay in exercising any right, power or remedy under this Agreement will operate as a waiver.
14.6 This Agreement is governed by, and construed in accordance with, the laws of the State of New South Wales, Australia, and the parties submit to the exclusive jurisdiction of the courts of that State.
The ability to use our Services is subject to your acceptance of these terms and conditions (Service Terms). In proceeding with the purchase or use of any Services, you expressly agree you have read, understood and are bound by these Service Terms (as may be updated from time to time).
All services are subject to our Acceptable Use Policy.
- Domain Names
The below clauses 1 – 4 form the registration agreement applicable to your domain name (Registration Agreement)
- Registration Agreement
(a) This Registration Agreement is submitted by you (being an individual or entity), the applicant for (and on registration) the licence holder of a domain name, for the purpose of becoming the licensee of a particular domain name.
(b) This Registration Agreement sets out the applicable terms and conditions governing all domain name registrations, pre-registrations, renewals or otherwise. You agree you have read, understand, acknowledge and agree to be bound by this Registration Agreement.
(c) The maximum fees charged for renewals is:
- Rules of registration
(a) A registration or reservation of a domain name does not grant any legal rights of ownership of the relevant domain name, nor does it confer immunity from objection to the registration or use of the domain name.
(b) We do not warrant or guarantee that any domain name applied for will be registered or is capable of being registered by you (or your end-customer). No action should be taken in respect of a requested domain name until notification has been provided of successful registration. You irrevocably waive any claims you may have against us in respect of the decision of a Registry to refuse to register a domain name and, without limitation, agree that any administration charges paid by you to us shall be non-refundable in any such event.
(c) Both the registration of the domain name and its ongoing use are subject to the relevant naming authority’s terms and conditions of use and you are responsible for ensuring that you are aware of those terms and conditions and can and do comply with them. You irrevocably waive any claims you may have against us in respect of the decision of a naming authority to refuse to register a domain name and, without limitation agree that the administration charge paid by you to us shall be non- refundable in any event.
(d) We accept no responsibility for the use of a domain name by any party, and any disputes regarding a domain name must be resolved between the parties concerned. We will take no part in any such dispute. We reserve the right to, in our sole discretion and without providing any reason, on our becoming aware of such a dispute, either suspend or cancel the domain name, and/or to make appropriate representations and disclosures to the relevant Registry.
(e) You agree that should this Registration Agreement be terminated by any party, or if the domain name expired or transferred to another registrar, any other services that may be associated with the domain name will remain active. The customer of these other services will continue to be billed in accordance with the relevant terms and conditions.
(f) We may require the applicant of a domain name (who upon registration, would become the Registrant) to supply accepted photo identification (valid passport or drivers license) to verify their identity.
(g) You agree to indemnify and hold harmless ICANN and the relevant Registry, and each parties’ officers, employees and agents from and against all liability to any third parties (including without limitation, any Registrants of yours) and associated costs in defending any action, claim, proceeding or demand by a third party to the extent to which liability or the claim arises from or in connection with access to our systems or use of our Services under the Agreement.
- TLD Specific Terms
The following provision apply to this Registration Agreement depending on the TLD space of the domain name:
(a) .com.au and .net.au domains can only be registered by an Australian registered company, or business with a registered business number (ABN, BRN, BN). You will need to supply this number during the order process. The domain name you order will need to be an exact match, acronym or abbreviation of the supplied business registration, or it should bear a close and substantial connection to the domain name. Domains can be two to 63 letters in length. Words can be separated by hyphens but not spaces. View the .au Domain Registrant Agreement
(b) .org.au and .asn.au can only be registered by a “non-commercial organisation”. The domain name you register needs to have a solid relationship to the organisation to which it represents. View the .au Domain Registrant Agreement
(c) .id.au is intended for individuals who reside in Australia. It can be an exact match, abbreviation or acronym of registrant’s personal name or otherwise closely connected to the registrant. View the .au Domain Registrant Agreement
(d) .com and .net domain names are not restricted and can be registered by anyone. View the .com, .net Domain Registrant Agreement
(e) .biz, .org and .info domain names are not restricted and can be registered by anyone. View the .biz, .org, .info Domain Registrant Agreement
(f) New gTLD domain names include a number of generic spaces (.photography, .technology, .club etc.) and certain geographical names (.kiwi, .melbourne etc.). Eligibility restrictions may apply to each space — please check on our website and the New gTLD Domain Registration Agreement for further information. View the New gTLD Domain Registration Agreement
(g) .nz domains are intended for people in, or with ties to, New Zealand. Anyone can register them – there are no restrictions on .nz domain names. View the .nz Domain Registrant Agreement
(h) .uk domains are intended for people in, or with ties to, the United Kingdom. Anyone can register them – there are no restrictions on .uk domain names. View the .uk Domain Registrant Agreement
(i) .mobi domains are intended for websites designed for a mobile device. Anyone can register them – there are no restrictions on .mobi domain names.
(j) .cn domains can no longer be registered in Australia. This information is for reference purposes only. View the .cn Domain Registrant Agreement
- ICANN Mandated Terms and Materials
The Peoples Republic QLD Trading as TPR Media is accredited by ICANN to provide registrar services for gTLD domain name spaces. As part of that accreditation, we are required to incorporate mandatory terms and materials into our Terms and Conditions. When you submit an application to register a gTLD domain name with us, you are stating that you have read and understood the following documents, and you agree to be bound by them:
- Renewal / Expiration of the Domain Name License
The Peoples Republic QLD Trading as TPR Media will send certain domain expiration notices by email to you prior to and following (where applicable) the Expiry Date of the domain name license, as required by ICANN’s Expired Registration Recovery Policy. If you have selected the auto-renewal option, we will attempt to renew your domain name prior to its expiration. Where you have not elected to have your domain name automatically renewed, you may renew your domain name with The Peoples Republic QLD Trading as TPR Media at any time before the date 40 days after the Expiry Date (Renewal Deadline). You acknowledge that certain registry authorities offer a further period after the Renewal Deadline during which a registrant may renew their domain name before it is available for re-registration by other parties. If your domain name has not otherwise been dealt with under the terms of this Registration Agreement, your domain name will be cancelled at the registry after which you may be eligible for a further 30 day Registry Redemption Grace Period during which you may redeem your domain name by paying to us the redemption fee.
- Web Hosting and Email
- You agree to accept additional charges for the transit of IP traffic above and beyond the amount specified as a limit in any Service plan. All excess data will be charged at the rate of 5.5c/MB to the nearest whole MB. These charges will fall due at the completion of the calendar month on normal trading terms of 14 days from invoice. We will provide an online interface allowing authorised users to monitor website data traffic.
- The hosting service plans disk space pertains only to files required for the normal operation of your website, and which are linked to in that website. Our website hosting plans are expressly prohibited from use as an online file repository.
- Any site that uses greater than 89,000 inodes (every file on your hosting account uses 1 inode), or that create file system damage by the rapid creation of large volumes of files, will be subject to review and possible suspension.
- For hosting service plans which specify UNLIMITED data transfer, should your site exceed burst (or ongoing) data transit of greater than 5Mb/sec, or otherwise degrade the network performance for other users, the account will be subject to review and possible suspension.
- For any service plan which specifies UNLIMITED email accounts, should the mail boxes associated with your account exceed more than 1,000,000 aggregate messages, the account will be subject to review and possible suspension.
- All hosting plans are subject to general resource and usage monitoring. Any action or process that consumes resources beyond a reasonable level and thus degrading the shared environment for other users is expressly prohibited: This includes but is not limited to:
- Running standalone, automated server-side processes including, but not limited to any daemon:
(a) running any bit torrent application, tracker or client;
(b) participating in file sharing or other peer to peer sharing activity;
(c) executing any script for longer than 180 seconds;
(d) executing any database query that takes longer than 30 seconds to complete;
(e) specifying cron tasks that execute more frequently than every 300 seconds.
- Web Design
- You agree that in the provision of web design services by us we may utilise the services of third party contractors, and that we may pass on to such contractors any information or materials, including design brief and content, provided to us by you.
- You are responsible for keeping a copy of any existing Web Site which we may replace pursuant to the provision of web design services including all databases and hosted files.
- We are not responsible for the contents of any Web Site we design for you, and upon publication you must satisfy yourselves that the Web Site will comply with all applicable laws, and codes of practice governing the use of Web Sites and related services. This includes the intellectual property and copyright ownership of all material that you have provided to us. We are similarly not responsible for your subsequent use of the site and your compliance of various commonwealth and state legislations.
Additional Terms for Tailored Websites
- All website content must be provided by you within 1 calendar month of invoice (project commencement). If your data is not supplied within 1 month, we reserve the right to place your project on administrative hold. If no data is supplied within 2 months of invoice, the project will be cancelled and subject to cancellation fees.
- You must provide complete feedback within 7 calendar days during design concept and production review. If no feedback is provided within this time, we reserve the right to move forward with the project, assuming no changes have been requested and that work is accepted in its current form. Any changes requested past this time are subject to our standard rates of $150 per hour or part thereof.
- You may request an Administrative Hold of your project for up to 6 months at a cost of $100. We will stop working on the project until you advise us that you are ready to move forward. If the project is placed on hold for more than 6 months, we will terminate the project and all monies paid by you to us will be forfeited, with no refunds available.
- If you are unhappy with your site design, you may request additional layout concepts, at a cost of $150 per layout, with full payment required upfront.
- Once your website has been published, we will review and repair any pre-existing code errors and/or bugs in the website if reported within 30 days of publishing. Any cosmetic changes or alterations, or code errors reported outside of this time period will be subject to additional charges at our standard commercial rates of $150 per hour or part thereof.
- For website builds including open source third party CMS applications (such as WordPress, Joomla or OS Commerce), website owners agree to proactively monitor available releases of upgrades and/or patches to secure their applications from hackers and malicious scripts. We will provide an on-demand upgrade service for any such application at $150 per hour per upgrade.
- We warrant that the website functions to the level agreed upon at point of sale only for the server configuration where development takes place. We cannot be held responsible for errors or functionality loss if the website is published and hosted on a server environment that does not match the development server specifications.
- Intellectual Property
(a) You are solely responsible for ensuring that you have all appropriate rights and licenses to the Content supplied and utilised in the Website. All Content must be submitted electronically, should be copies and not originals, and should be of a high quality standard. Should any files be too large for electronic delivery, you must make arrangements for these to be delivered to us. We reserve the right, in our sole discretion, to refuse to use any Content we believe is objectionable or may infringe upon the intellectual property rights of others, or would be in breach of our Acceptable Use Policy. Unless we have otherwise expressly agreed, we will not return any Content to you, and you are responsible for maintaining back-up copies of all submitted Content. Under no circumstances will we be responsible or liable for any loss of, or damage to, any of your Content.
(b) The Peoples Republic QLD Trading as TPR Media claims no ownership over your Content. You expressly grant us, and our supplier, a worldwide, perpetual, irrevocable, non-exclusive, royalty-free licence to cache the entirety of the Website (including your Content). You agree that any such caching is not an infringement of any of your intellectual property rights or any third party’s intellectual property rights.
(c) Additionally, you grant us, and our supplier, a worldwide, perpetual, royalty-free, and sub-licensable license to:
- use in connection with producing the Website and delivering the Service, any Content and any pictures, images and voice recordings of the Client’s facilities, properties or products or its employees, agents or clients where created by us (or our supplier)(if any) in the course of provisioning the Service (for clarity, also “Content”); and
- create, publish and use screenshots or depictions of your Website (including any Content) for our marketing activities (for example, creating marketing materials that show screenshots of the Service in which the Website @(including any Content) is featured). You may withdraw consent to this use by notifying us in writing at [email protected], and we will take reasonable steps to process your removal request.
(d) You represent and warrant that:
- you have full rights to use, broadcast and distribute the Content and documentary substantiation for all the claims made therein;
- Content is truthful and not misrepresentative or misleading and does not plagiarise, libel, defame or harm any party;
- your use of the Service will not invade the rights of privacy of any third party or otherwise infringe upon or violate the rights or property interests of any third party; and
- you will not use the Service except as permitted by these Service Terms.
(e) You agree you are responsible for obtaining any agreements and/or consents required of any third parties in connection with the grant of any licences to us (or our supplier) under this Service Terms.
(f) To the extent your Website contains any copy, images (including logos or photos), or any other content or material from our Content Library (Library Material), then we grant you a royalty-free, non-exclusive, revocable, worldwide license to, for the term of the Service,:
- use such Library Material on your Website; and
- use and create derivatives of your Website (which includes Library Material) in connection with advertising activities relating to you.
(g) Other than permitted under clause 17(f), you may not copy, modify, distribute, decompile, sell, rent, sublicense or translate any Library Material or grant any other person or entity the right to do so. Ownership of all Library Material shall remain at all times us or our supplier (or the relevant third party).
(h) Any Websites delivered by us under the Service are without any representation or warranty as to your ability to obtain trademark, copyright, or similar protections in any jurisdiction throughout the world. We expressly disclaim (i) all liability to you or any third party for any infringement of intellectual property or proprietary rights; and (ii) that we will be responsible for, or provide any advice or guidance in respect of, any potential intellectual property rights issues which may arise from your use of the Service (including without limitation the use of Content in your Website).
(i) We are not responsible for any Content contained in your Website, nor are we responsible for your use of the Website. You are solely responsible for ensuring your Website complies will all applicable laws and regulations, and does not infringe any third party’s rights, at all times.
(j) Your access to, and continued use of, the Website is contingent upon, and at all times subject to, payment of the monthly fees for the Service. Except as otherwise expressly stated in these Service Terms, no other rights, titles or interests in the Website are granted to you.
(a) You agree to indemnify and hold harmless The Peoples Republic QLD Trading as TPR Media, and its supplier, and their affiliates and their respective officers, agents, partners, directors, shareholders, suppliers, and employees from and against any loss, damages, liabilities, claims, demands, suits, expenses, including reasonable attorneys’ fees, which any such party may incur arising out of or relating to:
- content or your modification, display and use of the Website;
- claims that your products or services are defective, injurious or harmful or violate the rights of any third parties;
- claims relating to any Gateway; and
- claims predicated on a breach by you of these Service Terms or the Contract.
- Cancellation and Termination
(a) You may cancel the Service at any time upon written notice to us. Cancellation will automatically terminate (i) all access to the Website, and (ii)the Website hosting and email components. Cancellation of the Service will not result in cancellation of any other associated The Peoples Republic QLD Trading as TPR Media services (eg. email services, SSL certificates etc.). Refunds do not apply for cancellations under this clause 19(a).
(b) On cancellation or termination of the Service, all licenses granted to you under these Service Terms shall immediately terminate.
(c) In addition to any other obligation in these Service Terms, upon cancellation or termination of this Service, we may delete all data, including any content, files (including, without limitation, email files, if applicable) from our systems (including any storage media) without any liability to you whatsoever.
Content means any logos, pictures, slogans, art, Customer Data and other materials provided to us in connection with the Service, or which are uploaded/added by you directly through your use of the Service.
Content Library means a repository of pre-produced photos, images, logos, videos and other materials (which may include licensed third party materials).
Customer Data means all information regarding you (including without limitation any listing details, trade name, trade address, phone number, website address, contact information (including telephone, email or other), primary email address(es), contact name etc.) provided by you in connection with the Service.
- SSL Certificates
- Domain Specific SSL Keys require a stand-alone IP Address to which the SSL key can be attached.
- We provision digital certificates via the Certification Authority, Geotrust. If you are purchasing or renewing a digital certificate or seal, you agree you accept the relevant terms and conditions of Comodo which is located at https://www.comodoca.com/en-us/terms-of-use/
Terms defined in the TPP Wholesale Terms & Conditions and which are used in these The Peoples Republic QLD Trading as TPR Media Domain Terms shall have the same meaning, unless the context requires otherwise.
To the extent that any of the below terms and conditions are inconsistent with any other provision in our terms and conditions with you, the below terms and conditions will prevail in respect of the relevant below domain name(s).
These TPR Media Domain Terms are hereby incorporated into the TPP Wholesale Terms & Conditions by reference.
Collectively, these domains are referred to as the Standard Domains in these TPR Media Domain Terms.
New gTLD Domains^
.ACADEMY, .ACCOUNTANTS, .AGENCY, .ASSOCIATES.BARGAINS, .BIKE, .BOUTIQUE, .BUILDERS, .CAB, .CAMERA, .CAMP, .CAPITAL, .CARDS, .CARE, .CAREERS, .CASH, .CATERING, .CENTER, .CHEAP, .CHURCH, .CLAIMS, .CLEANING, .CLINIC, .CLOTHING, .CODES, .COFFEE, .COMMUNITY, .COMPANY, .COMPUTER, .CONDOS, .CONSTRUCTION, .CONTRACTORS, .COOL, .CREDIT, .CREDITCARD, .CRUISES, .DATING, .DENTAL, .DIAMONDS, .DIGITAL, .DIRECT, .DIRECTORY, .DISCOUNT, .DOMAINS, .EDUCATION, .EMAIL, .ENGINEERING, .ENTERPRISES, .EQUIPMENT, .ESTATE, .EVENTS, .EXCHANGE, .EXPERT, .EXPOSED, .FAIL, .FARM, .FINANCE, .FINANCIAL, .FISH, .FITNESS, .FLIGHTS, .FLORIST, .FOUNDATION, .FUND, .FURNITURE, .GALLERY, .GLASS, .GRAPHICS, .GRATIS, .GRIPE, .GUIDE, .GURU, .HOLDINGS, .HOLIDAY, .HOUSE, .INDUSTRIES, .INSTITUTE, .INSURE, .INTERNATIONAL, .INVESTMENTS, .KITCHEN, .LAND, .LEASE, .LIFE, .LIGHTING, .LIMITED, .LIMO, .LOANS, .MAISON, .MANAGEMENT, .MARKETING, .MEDIA, .PARTNERS, .PARTS, .PHOTOGRAPHY, .PHOTOS, .PICTURES, .PLACE, .PLUMBING, .PRODUCTIONS, .PROPERTIES, .RECIPES, .REISEN, .RENTALS, .REPAIR, .REPORT, .SCHULE, .SERVICES, .SHOES, .SINGLES, .SOLAR, .SOLUTIONS, .SUPPLIES, .SUPPLY, .SUPPORT, .SURGERY, .SYSTEMS, .TAX, .TECHNOLOGY, .TIENDA, .TIPS, .TODAY, .TOOLS, .TOWN, .TOYS, .TRAINING, .UNIVERSITY, .VACATIONS, .VENTURES, .VIAJES, .VILLAS, .VISION, .VOYAGE, .WATCH, .WORKS, .WTF, .ZONE (individually, a Donuts Domain, collectively, the Donuts Domains),
.ACCOUNTANT, .APP, .BABY, .BASKETBALL, .BET, .BID, .BINGO, .BOOK, .BUY, .CAM, .CASINO, .CHARITY, .CHAT, .CRICKET, .DATE, .DELIVERY, .DIET, .DOWNLOAD, .ENERGY, .FAITH, .FASHION, .FOOTBALL, .FORUM, .GAME, .GOLF, .HOCKEY, .HOTEL, .LAW, .LOAN, .LOVE, .MEN, .MONEY, .MOVIE, .MUSIC, .NEWS, .PARTY, .PLAY, .POKER, .RACING, .RESTAURANT, .REVIEW, .RUGBY, .RUN, .SALE, .SCIENCE, .SEARCH, .SHOP, .SOCCER, .SPORT, .STREAM, .TAXI, .TENNIS, .TICKETS, .WEBCAM, .WIN, .WINE, .TRADE (the FFM Domains),
.ACTOR, .DANCE, .DEMOCRAT, .FUTBOL, .KAUFEN, .IMMOBILIEN, .MODA, .NINJA, .PUB, .REVIEWS, .SOCIAL (the United Domains),
.BLACKFRIDAY, .CHRISTMAS, .GUITARS, .HIPHOP, .LINK, .SEXY, .TATTOO, .PHOTOS, .PICS (the UniRegistry Domains),
.NAGOYA, .TOKYO, .YOKOHAMA (the GMO Domains),
Collectively, these domains are referred to as the New gTLD Domains in these TPR Media Domain Terms.
^ Certain New gTLD Domains may not be currently operational at the Registry. Availability is subject to the relevant Registry confirming the domain is operational, and the domain being available. Domains may be provisioned via Melbourne IT Ltd (or a related group company) as registrar of record.
The Fees payable by you in respect of all domains for any single domain registration, renewal registration or transfer registration as notified to you by us.
- General Terms applicable to all Standard Domains and New gTLD Domains
- You represent and warrant that:
(a) each Registrant of has read, understood and agreed to the Registration Agreement (located in Section A (Domain Names) of https://www.tppwholesale.com.au/legals/service-terms/), and any additional Registry domain name policies applicable to the domain name(s);
(b) you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and domain name policies of ICANN and the Registry in respect of each individual Standard Domain and/or New gTLD Domain (as applicable), as may be updated from time to time by ICANN or the relevant Registry; and
(c) you will maintain sufficient evidence of such agreement to enable our terms and conditions (including without limitation any Registration Agreement) to be enforceable against the Registrant
- You agree to ensure that:
(a) domain registrations are applied for in the entity name of your end-customer (unless otherwise expressly agreed in writing);
(b) you notify end-customers of upcoming domain name renewals and/or expiry; and (c) you will facilitate the registration or renewal of any domain name following a request by a Registrant.
- You agree to reasonably cooperate with the applicable Registry of each Standard Domain or New gTLD Domain in the performance of the Registry’s obligations in respect of that particular domain.
- You agree to indemnify and hold harmless ICANN and the relevant Registry, and each parties’ officers, employees and agents from and against all liability to any third parties (including without limitation, any Registrants of yours) and associated costs in defending any action, claim, proceeding or demand by a third party to the extent to which liability or the claim arises from or in connection with access to our systems or use of our Services under the Agreement.
- Terms applicable to all New gTLD Domains
The following terms and conditions apply in respect of each of the New gTLD Domains:
- We do not support or offer any ‘Premium Domain Names’ (meaning those domain names reserved or registered by a Registry (or by another party on behalf of that Registry) and which are made available at a higher variable price point for registration, renewals and transfers). We are currently providing domain name services in the general availability phase only for the above New gTLD Domains. In the instance where we do support other phase(s) for a particular New gTLD Domain, we will notify you and provide the process and pricing for the supported phase(s).
- Our provision of New gTLD Domains to you is subject to: (i) any changes in the applicable local government and the relevant Registry’s policies and procedures; (ii) any changes in the ownership of the operator of the relevant Registry; and/or (iii) bankruptcy or insolvency of that operator.
- You acknowledge that we may be required by the applicable Registry (or the entity responsible for operating the Registry (such as an ‘administrator’)) to cease providing registrar services with respect to a particular New gTLD Domain if you fail to comply with (i) these terms and conditions applying in respect of the above applicable New gTLD Domain, and/or (ii) any applicable Registry domain name policies.
- You agree to publish on your website(s) and/or provide a link to the ICANN Registrants’ Benefits and Responsibilities Specification, currently located at https://www.icann.org/resources/pages/approved-with-specs-2013-09-17-en#Registrant.
- You agree not to use any Registry logo or graphic (unless you have the permission of the Registry) or hold yourself out to be accredited by any Registry (unless you have been accredited by that Registry).
- Any Registry or ICANN related URL links provided are subject to change, and may be updated from time to time.
- Terms applicable to Donuts Domains only
In addition to our general terms and conditions (including the above), the following terms and conditions apply in respect of the Donuts Domains name spaces:
- You agree you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and policies of the Registry as updated from time to time on http://www.donuts.co. Domain name policies for the Donuts Domains are located at http://www.donuts.co/policies/.
- In respect of each Donuts Domain, you agree to indemnify, defend and hold harmless the Registry and its affiliates and subsidiaries, as well as their respective owners, directors, managers, officers, employees, representatives, agents, service providers and contractors from and against any and all claims, damages, liabilities, costs and expenses of any kind, including without limitation reasonable legal fees and expenses (including on appeal), arising out of or relating to (i) any claim or alleged claim relating to any of its product(s) or service(s); (ii) any claim or alleged claim relating to any agreement with any Registrant that registers a Donuts Domains domain name through you; (iii) any claim or alleged claim relating to your domain name registration business or other activities, including, but not limited to, your advertising, domain name application process, systems and other processes, fees charged, billing practices and customer service; and/or (iv) any breach by you of any of Registry’s domain name policies. This indemnification obligation shall survive any termination or expiration of your agreement with us or the use of our services.
- Additional Terms applicable to Famous Four Media Domains only
In addition to our general terms and conditions (including the above), the following terms and conditions apply in respect of the FFM Domains name spaces:
- You agree you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and policies of the Registry as updated from time to time on http://www.famousfourmedia.com. Domain name policies for the FFM Domains are located at http://www.famousfourmedia.com.
- Additional Terms applicable to United Domains only
In addition to our general terms and conditions (including the above), the following terms and conditions apply in respect of the United Domains name spaces:
- You agree you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and policies of the Registry as updated from time to time on http://rightside.co/. Domain name policies for the United Domains are located at http://rightside.co/rightside-Registry/registrar-overview/policies/.
- You agree to indemnify, defend and hold harmless the Registry and its affiliates and subsidiaries, as well as their respective owners, directors, managers, officers, employees, representatives, agents, service providers and contractors from and against any and all claims, damages, liabilities, costs and expenses of any kind, including without limitation reasonable legal fees and expenses (including on appeal), arising out of or relating to (i) any claim or alleged claim relating to any of your product(s) or service(s); (ii) any claim or alleged claim relating to any agreement with any Registrant that registers a United Domains domain name through you; (iii) any claim or alleged claim relating to your domain name registration business or other activities, including, but not limited to, your advertising, domain name application process, systems and other processes, fees charged, billing practices and customer service; and/or (iv) any breach by you of any of Registry’s domain name policies. You further agree not to enter into any settlement or compromise of any such indemnifiable claim without the Registry’s prior written consent, which consent shall not be unreasonably withheld. This indemnification obligation shall survive any termination or expiration of your agreement with us or the use of our services.
- Additional Terms applicable to UniRegistry Domains only
In addition to our general terms and conditions (including the above), the following terms and conditions apply in respect of the UniRegistry Domains name spaces:
- You agree you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and policies of the Registry as updated from time to time on http://uniRegistry.com/. Domain name policies for the UniRegistry Domains are located at http://uniRegistry.com/.
- Additional Terms applicable to GMO Domains only
In addition to our general terms and conditions (including the above), the following terms and conditions apply in respect of the GMO Domains name spaces:
- You agree you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and policies of the Registry as updated from time to time on http://www.gmo-Registry.com. Domain name policies for the GMO Domains are located at http://www.gmo-Registry.com.
- You agree to indemnify, defend and hold harmless the Registry, including the Registry’s directors, officers, employees, subcontractors and agents, to the maximum extent required by law, from and against any claims, damages, liabilities, costs and expenses arising out of or relating to any application and/or request for the registration of a domain name, and/or the use of a domain name.
- Additional Terms applicable to .BAR Domains only
In addition to our general terms and conditions (including the above), the following terms and conditions apply in respect of the .BAR domain name spaces:
- You agree you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and policies of the Registry as updated from time to time on www.centralnic.com. Domain name policies for .BAR are located at www.centralnic.com.
- You shall not represent to any actual or potential Registrant that you enjoy access to any of the Registry’s systems that is superior to that of any other party accredited by the Registry for .BAR.
- Additional Terms applicable to .BUILD Domains only
In addition to our general terms and conditions (including the above), the following terms and conditions apply in respect of the .BUILD domain name spaces:
- You agree you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and policies of the Registry as updated from time to time on http://www.dotbuild.co/. Domain name policies for .BUILD are located at http://www.dotbuild.co/Registrypolicies.php.
- Additional Terms applicable to .BUZZ Domains only
In addition to our general terms and conditions (including the above), the following terms and conditions apply in respect of the .BUZZ domain name spaces:
- You agree you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and policies of the Registry as updated from time to time on http://www.buzznames.biz/. Domain name policies for .BUILD are located at http://www.buzznames.biz/.
- You agree to indemnify, defend and hold harmless the Registry and the Registry’s service provider, NeuStar, Inc., and their subcontractors, subsidiaries, affiliates, divisions, shareholders, directors, officers, employees, accountants, attorneys, insurers, agents, predecessors, successors and assigns, from and against any and all claims, demands, damages, losses, costs, expenses, causes of action or other liabilities of any kind, whether known or unknown, including reasonable legal and attorney’s fees and expenses, in any way arising out of, relating to, or otherwise in connection with the Registrant’s .BUZZ domain name registration. This indemnification obligation shall survive any termination or expiration of your agreement with us or the use of our services.
- Additional Terms applicable to .CEO Domains only
In addition to our general terms and conditions (including the above), the following terms and conditions apply in respect of the .CEO domain name spaces:
- You agree you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and policies of the Registry as updated from time to time on http://www.nic.ceo/.
- Additional Terms applicable to .CLUB Domains only
In addition to our general terms and conditions (including the above), the following terms and conditions apply in respect of the .CLUB domain name spaces:
- You agree you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and policies of the Registry as updated from time to time on http://nic.club/. Domain name policies for .CLUB are located at http://nic.club/Terms/.
- You agree to indemnify, defend and hold harmless the Registry and the Registry’s service provider, NeuStar, Inc., and their subcontractors, subsidiaries, affiliates, divisions, shareholders, directors, officers, employees, accountants, attorneys, insurers, agents, predecessors, successors and assigns, from and against any and all claims, demands, damages, losses, costs, expenses, causes of action or other liabilities of any kind, whether known or unknown, including reasonable legal and attorney’s fees and expenses, in any way arising out of, relating to, or otherwise in connection with the Registrant’s .CLUB domain name registration. This indemnification obligation shall survive any termination or expiration of your agreement with us or the use of our services.
- Additional Terms applicable to .KIWI Domains only
In addition to our general terms and conditions (including the above), the following terms and conditions apply in respect of the .KIWI domain name spaces:
- You agree you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and policies of the Registry as updated from time to time on https://dot-kiwi.com/. Domain name policies for .KIWI are located at https://hello.kiwi/policies.
- Additional Terms applicable to .LONDON Domains only
In addition to our general terms and conditions (including the above), the following terms and conditions apply in respect of the .LONDON domain name spaces:
- You agree you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and policies of the Registry as updated from time to
time on http://www.nic.london/. Domain name policies for .LONDON are located at http://www.dotlondondomains.london/Registry-policies/.
- Additional Terms applicable to .LUXURY Domains only
In addition to our general terms and conditions (including the above), the following terms and conditions apply in respect of the .LUXURY domain name spaces:
- You agree you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and policies of the Registry as updated from time to time on http://www.dotluxury.com. Domain name policies for .LUXURY are located at http://www.dot-menu.com/wp-content/uploads/2013/11/Acceptable-Use-and-Takedown-Policy_menu1.pdf, http://www.dot-menu.com/wp-content/uploads/2013/11/Data-Protection-and-Privacy-Policy_menu1.pdf, http://www.dot-menu.com/wp-content/uploads/2013/11/Landrush-Policy_menu1.pdf, http://www.dot-menu.com/wp-content/uploads/2013/11/Reserved-and-Restricted-Names-Policy_menu1.pdf, http://www.dot-menu.com/wp-content/uploads/2013/11/Sunrise-Policy_menu1.pdf and http://www.dot-menu.com/wp-content/uploads/2013/11/WHOIS-Policy_menu1.pdf.
- Additional Terms applicable to .MELBOURNE Domains only
In addition to our general terms and conditions (including the above), the following terms and conditions apply in respect of the .MELBOURNE domain name spaces:
- You agree you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and policies of the Registry as updated from time to time on http://nic.melbourne/. Domain name policies for .MELBOURNE are located at http://nic.melbourne/.
- Additional Terms applicable to .MENU Domains only
In addition to our general terms and conditions (including the above), the following terms and conditions apply in respect of the .MENU domain name spaces:
- You agree you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and policies of the Registry as updated from time to time on http://www.dot-menu.com/. Domain name policies for .MENU are located at http://www.dot-menu.com/.
- Additional Terms applicable to .PRICES Domains only
In addition to our general terms and conditions (including the above), the following terms and conditions apply in respect of the .PRICES domain name spaces:
- You agree you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and policies of the Registry as updated from time to time on http://www.radixRegistry.com/. Domain name policies for .PRICES are located at http://www.radixRegistry.com/.
- You agree to fully defend, indemnify and hold harmless Registry and Registry’s members, officers, directors, agents, employees, and subcontractors for any loss, liabilities, damages, costs or expenses, including reasonable attorneys’ fees, resulting from any third party claim, action, or demand arising out any dispute in relation to any domain name registered by you in the Registry, including but not limited to (a) any claim or alleged claim relating to any of your product(s) or service(s); (b) any claim or alleged claim relating to any agreement with any
Registrant that registers a .PRICES domain name through you; (c) any claim or alleged claim relating to your domain name registration business or other activities, including, but not limited to, your advertising, domain name application process, systems and other processes, fees charged, billing practices and customer service; and/or (d) any breach by you of any of Registry’s domain name policies. This indemnification obligation shall survive any termination or expiration of your agreement with us or the use of our services.
- Additional Terms applicable to .SYDNEY Domains only
In addition to our general terms and conditions (including the above), the following terms and conditions apply in respect of the .SYDNEY domain name spaces:
- You agree you will comply with, and require all Registrants to comply with, all applicable laws, terms and conditions, regulations, rules and policies of the Registry as updated from time to time on http://nic.sydney/. Domain name policies for .SYDNEY are located at http://nic.sydney/.
Acceptable Use Policy
This is the The Peoples Republic QLD Trading as TPR Media (TPR Media, we, us, our) Acceptable Use Policy (AUP) applicable to all services obtained from us (Services).
From time to time we will make amendments to this AUP by giving you notice of the change and you will then be obliged to comply with the policy as amended. If you continue to use any Services after publication of any change, it will constitute your acceptance of the amended terms.
You are responsible for ensure that you and any other user of your account should be aware of this AUP and comply with this AUP at all times.
- Unacceptable Uses
Breach of Law
1.1 You must not use our Services, attempt to use the Services or allow the Services to be used for any acts which may or do in fact result in a breach of a law (including the Broadcasting Services Act), order or regulation (including a foreign law, order or regulation). These include:
- Actual or possible damage to property or injury to any person, including harassment, menace or stalking of a person;
- Publishing, downloading or transmitting any Prohibited Content or Potentially Prohibited Content (as each is respectively defined by the Broadcasting Services Act). This includes content which is or would be classified RC, X18+ or R18+ by the Classification Board.
- Publishing, downloading or transmitting Restricted Content, that is content that is likely to be considered unsuitable for minors without using appropriate warnings and/or labelling systems for that content;
- Publishing or transmitting material which incites discrimination, hate or violence towards one person or group because of their race, religion, gender or nationality; or which is obscene or defamatory, or which would be considered by a reasonable person to be, offensive or abusive;
- To engage in any misleading or deceptive business or marketing practice;
- Providing or promoting illegal pyramid selling schemes or unlawful gambling or gaming activities;
- Infringement on the rights of a third party including intellectual property rights and moral rights.
Impeding our Services
1.2 You should not use our Services in such a way that impedes our supply of services to other customers including:
- making or receiving transmissions of any type or quantity which adversely affect our operation or jeopardise the use of our service, or its performance for other subscribers;
- undertake acts that waste resources or prevent other users from receiving the full benefit of our services;
- manipulating or bypassing our content usage limits;
- undertake activities which cause or may cause third party service providers to place our IP addresses on a blacklist and/or block those IP addresses;
- soliciting subscribers to become subscribers of other competitive services.
Spam and Malware
1.3 You must not use our Services, attempt to use our Services or allow our Services to be used for spamming or malware including:
- send email to a recipient after the recipient has unsubscribed from your mailing list or has advised you by other means that they do not wish to be on the mailing list;
- providing a capability on a site which permits third parties to send spam;
- in connection with any program (including a virus, Trojan horse, worm, cancelbot, timebomb) or activity (including a denial of service attack), that is designed to provide or allow any form of unauthorised control of, or result in an adverse effect on, a computer, a network or data;
- to access or use systems, networks or data (including through open relay, port probing and the use of packet sniffers) without consent, regardless of whether or not such access or use has any adverse effect on the system, network or data;
- to create, send or alter in any way and by any means (including spoofing and use of third party mail servers), the contents of an electronic message for the purpose of hiding, obscuring or deleting the source of the message or making the message appear to come from someone other than you.
1.4 You agree to our use of spam and virus filters which may require us to use third party equipment or services to monitor and filter email traffic between our equipment and the Internet. You agree that you will not take any steps to disable those filters and that we will not be liable for any loss or damage resulting from the use of spam or virus filters.
- Complaint Procedure
2.1 From time to time, we receive complaints from third parties regarding unacceptable uses, allegedly being conducted by customers or their users. We will make reasonable endeavours to resolve such complaints by working with customers. The complaint process set out here does not apply to complaints the subject of court order or proceedings, or where we reasonably believe that we must take urgent action without reference to the customer.
2.2 If we are unable to resolve the complaint by working with customers, our policy is to put the complaining party in direct contact with the party best able to answer the complaint. Accordingly, you authorise and direct us to provide to third party complainants your email contact details for the purposes of resolving such disputes.
2.3 If you wish to report a domain name that you believe is infringing our policies, please contact our Abuse Team by emailing [email protected] To ensure your complaint is properly evaluated and tracked through our system, please be sure to clearly state the domain name in the body of your complaint.
- What We May Do to Ensure That This Policy is Being Followed
3.1 We may monitor your account to determine our AUP is being followed but will respect your privacy.
3.2 If we believe that your use of the Service may break the law or that you have not complied with this AUP we may:
- warn you by email (but we are not obliged to do so);
- suspend your access to the Service;
- terminate your account without notice; and/or
- notify and provide relevant information to the authorities, as appears appropriate in the circumstances.
3.3 We may, at our absolute discretion and without notice to you, suspend or terminate your access to the Service:
- where we are made aware that a court order, judgment, decree, determination or otherwise has been made to the effect that the customer data is illegal, offensive, objectionable or in breach of a third party’s rights;
- if we are directed to do so by ACMA under a takedown notice in accordance with its obligations under the Broadcasting Services Amendment (Online Services) Act 1999 (as amended);
- if we are served with a takedown notice in accordance with part 3A of the Copyright Regulations 1969 (as amended).
3.4 You agree that you will have no claim against us in respect of any action reasonably taken in our implementation of the terms of this AUP, and you indemnify us against any claim by your end user arising out of our actions.
TPR Media respects your privacy and is committed to its protection.
Why and when TPR Media collects your information
TPR Media collects the information you give us either online or by email, post, facsimile, face to face, over the phone or through our reseller channel, including wholesalers and partners. In most cases, the personal information TPR Media will collect from you is the personal information required in order to provide services to you, and also for ongoing management and support of those services. This information may include your full name, mailing address, phone number, email address, ABN, facsimile number and other relevant additional details. We also collect your payment details such as your credit card number or bank account details.
If you are a domain name registrant, when you register or renew a domain name, we will collect data from you in order to satisfy the requirements of ICANN (the Internet Corporation for Assigned Names and Numbers), auDA (.au Domain Authority) or other gTLD (generic top level domain) or ccTLD (country code top level domain) policies. We only collect data that is obligatory. The collection of this data is required in order to ensure a coordinated, stable and secure operation of the Internet’s unique identifier system.
How TPR Media uses your information
We collect and use your personal information to deliver our services to you. This will include provision to you of sales and technical support, billing and credit control, renewal notices, maintenance notices, system changes and other functions relevant to your services with us. We may use your information to measure your experiences of our services and products, improve or develop our products and services, and perform research and analysis.
As a domain name registrar, we are required by ICANN to make available certain personal information we collect from you when you apply to register any generic top level domain names (eg., com, net, org, biz, info and name) to the public on a publicly accessible database known as the WHOIS database. This obligation also applies to some of the country code top level domains including the .au domains. We supply a Domain Privacy product which may be used to mask personal information for some domain names.
The public policy behind this requirement is that the personal details of domain name licence holders should be freely available to all other users of the Internet. This public policy has been adopted by the domain name industry as a whole. The requirement means, however, that TPR Media will not be able to control how members of the public may use the information made available on these publicly accessible databases.
On 17 May 2018, the ICANN Board adopted a Temporary Specification modifying the WHOIS specification. It defines requirements for processing personal data which is subject to the GDPR. That personal data will be redacted from the WHOIS query, however, we will still need to provide reasonable access to that personal data to third parties on the basis of legitimate interests.
In addition, ICANN has another mandatory requirement that all its accredited registrars make the WHOIS database of personal information for com, net and org available for bulk downloads by third parties who have entered into a bulk access agreement with TPR Media.
We may use your information to measure your experiences of our services, improve existing services, develop new services, perform research and analysis associated with your services. We also use the information to provide you with special offers, promotions, newsletters or invitations to events. All our marketing communications will contain an unsubscribe function. You can use that function to opt-out of our marketing at any time.
We may monitor telephone conversations with you in order to facilitate staff training and to maintain our high levels of customer service. We will always inform you prior to any telephone conversation which is monitored in this way to obtain your prior approval.
Where you purchase a digital certificate through us, we are required by the provider of those certificates to collect personal information from you to pass back to that provider (other than your payment details, which we hold internally).
Disclosure of your information to third parties
We operate under a number of different subsidiaries. Your information may be shared within the internal company group but you can be confident that each member of the group has the same commitment to protect your personal information.
We may supply your personal information to third parties to perform services on our behalf, such as:
- If you are a domain name registrant, we will have to provide your data to the registry operator or in respect of certain new gTLDs and ccTLDs, to the back-end Registrar. Under ICANN policy, we are also required to transfer your data to a data escrow agent. In response to ICANN contractual compliance requests, we may be required to provide your data to ICANN.
- market research and the distribution of marketing information to you (except where you have chosen to opt out of receiving this information from us);
- assisting us with the purposes for which we have collected and used your personal information;
- the supply of web hosting, website design, SEO and other services;
- call centre sales and support services (provider in the Philippines).
Our relationships with such third party service providers are governed by our contracts with them. In some cases, those third party service providers to whom we disclose your personal information may reside outside of Australia. Those service contracts contain privacy and confidentiality provisions which are consistent with the Australian Privacy Law obligations.
Accuracy / Access
The transfer of information across any media may involve a certain degree of risk, and the Internet is no different. However, helping you to keep your information secure is very important to TPR Media.
At TPR Media, we treat your data with the utmost security and use a range of technologies and policies including firewalls and access controls and restrictions to ensure that your data is secured not only from access and visibility but also from unauthorised alteration or erasure.
You can also use simple precautions to help protect your security, such as protecting against the unauthorised use of your username or password or other authentication id.
Retention of Data
We will only retain your personal data for as long as is necessary. We will need to retain your data for as long as you have an account with us and will keep your data while your account is active and for a reasonable period afterwards to ensure we are able to properly deal with any enquiries. We will also need to retain data in order to comply with our legal obligations such as compliance with tax laws.
Notifiable Data Breach
From 22 February 2018, a data breach that is likely to result in serious harm to individuals must be reported to those affected and also to the Office of the Australian Information Commissioner (OAIC). A data breach happens when personal information is accessed or released without authorisation, or is lost. Serious harm may include physical, financial, emotional, psychological or reputational harm. We have procedures in place to ensure that a data breach is properly identified, assessed, contained and reported if necessary.
The Peoples Republic QLD Trading as TPR Media is accredited by ICANN to provide registrar services for gTLD domain name spaces. As part of that accreditation, we have agreed to be bound by certain agreements including the ICANN 2013 Registrar Accreditation Agreement (RAA).
Section 3.7.7 of the RAA requires us to include certain terms. The following provisions are incorporated by reference into our domain name registration agreement with you relating to any application for a gTLD domain name that you may make. When you submit an application to register a gTLD domain name with us, you are stating that you have read and understood these provisions, and you agree to be bound by them.
For the purposes of the following terms, The Peoples Republic QLD Trading as TPR Media is the “Registrar” and you are the “Registered Name Holder”.
22.214.171.124 The Registered Name Holder shall provide to Registrar accurate and reliable contact details and correct and update them within seven (7) days of any change during the term of the Registered Name registration, including: the full name, postal address, e-mail address, voice telephone number, and fax number if available of the Registered Name Holder; name of authorized person for contact purposes in the case of an Registered Name Holder that is an organization, association, or corporation; and the data elements listed in Subsections 126.96.36.199, 188.8.131.52 and 184.108.40.206.
220.127.116.11 A Registered Name Holder’s willful provision of inaccurate or unreliable information, its willful failure to update information provided to Registrar within seven (7) days of any change, or its failure to respond for over fifteen (15) days to inquiries by Registrar concerning the accuracy of contact details associated with the Registered Name Holder’s registration shall constitute a material breach of the Registered Name Holder-registrar contract and be a basis for suspension and/or cancellation of the Registered Name registration.
18.104.22.168 Any Registered Name Holder that intends to license use of a domain name to a third party is nonetheless the Registered Name Holder of record and is responsible for providing its own full contact information and for providing and updating accurate technical and administrative contact information adequate to facilitate timely resolution of any problems that arise in connection with the Registered Name. A Registered Name Holder licensing use of a Registered Name according to this provision shall accept liability for harm caused by wrongful use of the Registered Name, unless it discloses the current contact information provided by the licensee and the identity of the licensee within seven (7) days to a party providing the Registered Name Holder reasonable evidence of actionable harm.
22.214.171.124 Registrar shall provide notice to each new or renewed Registered Name Holder stating:
126.96.36.199.1 The purposes for which any Personal Data collected from the applicant are intended;
188.8.131.52.2 The intended recipients or categories of recipients of the data (including the Registry Operator and others who will receive the data from Registry Operator);
184.108.40.206.3 Which data are obligatory and which data, if any, are voluntary; and
220.127.116.11.4 How the Registered Name Holder or data subject can access and, if necessary, rectify the data held about them.
18.104.22.168 The Registered Name Holder shall consent to the data processing referred to in Subsection 22.214.171.124.
126.96.36.199 The Registered Name Holder shall represent that notice has been provided equivalent to that described in Subsection 188.8.131.52 to any third-party individuals whose Personal Data are supplied to Registrar by the Registered Name Holder, and that the Registered Name Holder has obtained consent equivalent to that referred to in Subsection 184.108.40.206 of any such third-party individuals.
220.127.116.11 Registrar shall agree that it will not process the Personal Data collected from the Registered Name Holder in a way incompatible with the purposes and other limitations about which it has provided notice to the Registered Name Holder in accordance with Subsection 18.104.22.168 above.
22.214.171.124 Registrar shall agree that it will take reasonable precautions to protect Personal Data from loss, misuse, unauthorized access or disclosure, alteration, or destruction.
126.96.36.199 The Registered Name Holder shall represent that, to the best of the Registered Name Holder’s knowledge and belief, neither the registration of the Registered Name nor the manner in which it is directly or indirectly used infringes the legal rights of any third party.
188.8.131.52 For the adjudication of disputes concerning or arising from use of the Registered Name, the Registered Name Holder shall submit, without prejudice to other potentially applicable jurisdictions, to the jurisdiction of the courts (1) of the Registered Name Holder’s domicile and (2) where Registrar is located.
184.108.40.206 The Registered Name Holder shall agree that its registration of the Registered Name shall be subject to suspension, cancellation, or transfer pursuant to any Specification or Policy, or pursuant to any registrar or registry procedure not inconsistent with any Specification or Policy, (1) to correct mistakes by Registrar or the Registry Operator in registering the name or (2) for the resolution of disputes concerning the Registered Name.
220.127.116.11 The Registered Name Holder shall indemnify and hold harmless the Registry Operator and its directors, officers, employees, and agents from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable legal fees and expenses) arising out of or related to the Registered Name Holder’s domain name registration.
Social media Services
1.0 You agree that, with regards to the service (“Social Media Services”):
We will commence providing the Social Media Service after the fees payable for the first month have been received.
The Social Media Service is limited to those brands agreed between us and you, and cannot otherwise be shared across multiple brands.
You authorise us to set up, regularly access and modify profiles representing you on online social media platforms including, but not limited to, Facebook, Twitter, LinkedIn, Instagram, (“Social Media Profiles”).
You agree that we will not be responsible for any delays caused by any of the following reasons:
should your account manager be unable to contact you at a mutually agreed time and date to discuss delivery of the Social Media Service;
should you require more than 2 business days to review and approve via email any documentation, plans and/or any other collateral; or
any other interaction between us and you that requires your input in order for the Social Media Service to be delivered.
Should we suggest any content for your Social Media Profiles, you acknowledge that such content will have no association or reflect the view or opinion of us or any of our employees or suppliers. It is your responsibility to ensure that any suggested content by us is suitable for your purposes.
Social media advertising
2.0 With regard to social media advertising, you agree that:
Where an add-on is chosen, we will plan for and use reasonable endeavours to spend the full amount each month. Subject to this clause 2.0, there will be no refunds given or credits transferred to subsequent months if the full amount is not spent in a month.
If the amount spent on advertisements is less than 80% of the nominated amount, the unused amount will be transferred to the budget for the next month.
We are not obliged to provide any refunds for any portion of the nominated amount that has not been spent if the Social Media Services are cancelled for any reason.
Add-on packs may be purchased on a month by month basis at any time.
Third party sites
3.0 With regard to third-party sites:
The provision of the Social Media Service may rely on websites operated by third parties outside our control (“Third Party Sites”). We’re not responsible for availability, accuracy, legality or decency of material or copyright compliance of the Third Party Sites.
Linking to Third Party Sites is entirely at your own risk and we’re not liable or responsible for any advertising, products or materials on Third Party Sites.
We are not responsible or liable in any way for any loss or damage you incur or allege to have incurred, either directly or indirectly, as a result of your use and/or reliance upon a Third Party Site.
Term & Termination
4.0 You agree that:
You may be liable to pay all fees for a Fixed Term Contract agreed upon even if you terminate the Social Media Service before the end of the term.
If you wish to terminate the Social Media Service at the expiration of the minimum term of the Fixed Term Contract, you need to give 10 business days’ notice prior to the end of the minimum term.
Upon completion of the minimum term, the Social Media Service will roll on a monthly basis. Any cancellation requests must be made no later than 10 days before the end of the next billing month.
In these terms and conditions, unless the context otherwise requires:
1.1 Consumer means any individual who acquires TPR Media services wholly or predominantly for personal, domestic or commercial use.
1.2 Customer means any person or entity requesting TPR Media to provide Services.
1.3 TPR Media means TPR Media Pty Ltd (ABN 35 203 492 621) of Unit 2, 304 Montague Road, West End Queensland.
1.4 Agreed Fee means the fees estimated by TPR Media in any quotation once accepted by the Customer.
1.5 Materials means any goods, chattels, items or things, including but not limited to any photographs, documents (whether digital or hard copy), tapes, videos, films, footage, props and equipment provided by the Customer to TPR Media for the purposes of TPR Media supplying the Services.
1.6 Raw Footage means master footage recorded by TPR Media as part of the provision of the Services.
1.7 Services means video pre-production, production and/or post-production services.
These Terms and Conditions apply to and are incorporated into all contracts, agreements, arrangements, transactions and dealings entered into by TPR Media with any Customer in relation to the provision of Services by TPR Media.
All work carried out by TPR Media is on the basis that the Customer has agreed to these Terms and Conditions.
The raw footage is not provided to The Customer unless agreed otherwise in writing. The Premiere Pro timelines, After Effects, Photoshop, Final Cut, Audition are TPR Media intellectual property and are not supplied.
The Raw Footage, video files, audio files and edited video files including all copyright remain the property of TPR Media until full payment is made for the Services. Where Services remain unpaid or in the event that a final, agreed payment is not made, TPR Media reserves the right to withhold all recordings and finished works and use all or portions of the recordings and finished works for display, promotional or commercial purposes.
Copyright in all video, images, audio, lyrics or musical composition included or recorded in the edited video or recorded by equipment used by TPR Media will remain the property of the author or legal entity owning the copyright.
SPECIAL PROVISIONS FOR OWNERSHIP
TPR Media reserves the right to retain ownership of any recorded material of an anomalous nature once discovered in post-production. The copyright of such recordings will belong to TPR Media.
TPR Media has the right to use edited or unedited video files produced pursuant to these Terms and Conditions for promotional or commercial purposes unless an alternative arrangement is made between TPR Media and the Customer. The copyright of such segments will belong exclusively to TPR Media.
- Three (3) months free storage of up to 1TB
- One (1) year of storage $199 per TB
- Five (5) years of storage $895 per TB
If you require TPR Media to keep video data beyond five (5) years, please let us know within one (1) months of the five (5) years. We will work with you to arrange the best method for storage.
If the client doesn’t choose to retain the shoot data after the chosen payment period, the Raw Footage, video files, audio files and edited video files will then be disposed of, deleted or erased.
Any estimate of the date by which TPR Media will complete any part of the Services is contingent upon the Customer providing complete instructions to TPR Media and fully cooperating with TPR Media until TPR Media has ceased providing Services to the Customer.
The Customer must appoint a single person who has complete authority to provide instructions to TPR Media and respond to requests for feedback until TPR Media has ceased providing Services to the Customer. The person appointed must be available to respond to communications from TPR Media on every day which is a business day in Queensland, Australia. Projects that do not progress due to a lack of activity from The Customer may be charged a delay fee that is 50 percent of the hourly rate applicable.
If the Customer requires any Raw Footage to be provided, this must be agreed in writing between TPR Media and the Client. This will incur an extra charge to the Customer.
FILMING ON LOCATION
A day of filming includes a total 40 km (of land based) travel in each direction from TPR Media offices West End, QLD 4101 at no charge and up to 8 hours on location.
For distances over 40km from West End, QLD 4101. Land travel is charged per kilometre, per vehicle. Air travel expenses, will be quoted as part of the proposal process. TPR Media may also charge a standard fee per hour, per person of air travel time.
Other costs include; equipment and luggage costs as well as living away costs. These are calculated and detailed for each project as required
Our production time starts from the moment our vehicle arrives in your area (e.g. if access to parking in your area takes 30 minutes, that time is considered production time).
Overtime starts after 8 hours and is calculated at 150 percent of our current hourly rate.
FAILURE OF EQUIPMENT OR ILLNESS OF TPR Media EMPLOYEES AND CONTRACTORS
Whilst all reasonable care and preparation is taken for videography and editing, TPR Media will not be liable for any compensation except for return of any Deposit paid, should a failure occur in all or any of the electronic equipment used or due to illness of the operators or person(s) employed or engaged by TPR Media or because of an unforeseen event or any dispute regarding the ownership of recorded materials.
OUT OF BUSINESS HOURS, WEEKENDS AND PUBLIC HOLIDAYS
The following applies for pre-production, production and post-production work.
11.1 Working hours prior to 7 am (where our presence on location is required before 7 am) and after 7 pm (where our presence on location is required after 7 pm) incur and surcharge which is calculated at 150 percent of the applicable hourly rate.
11.2 Filming hours on weekends incur a surcharge which is calculated at 150 percent of the applicable hourly rate.
11.3 Filming hours on public holidays incur a surcharge which is calculated at 180 percent of the applicable hourly rate.
You must do all things reasonably necessary, and supply TPR Media in a timely fashion with all materials reasonably required by TPR Media, in order for TPR Media to perform the services.
This may include without limitation supplying copy, photographs and other visual or audio-visual material, and if required, performing sub-editing and copywriting. Without limiting TPR Media’s rights under this agreement, if TPR Media is unable to complete any services because of your actions or omissions, or if you instruct TPR Media to cease or postpone any work, TPR Media may still render invoices for time expended or work already performed, including for any third-party disbursements incurred or agreed to.
TPR Media accepts no responsibility for errors that you do not detect at sign-off stage, nor for any loss or damage of any kind (including legal costs on an indemnity basis) which you or any third party may suffer as a result of those errors not being detected, or as a result of changes requested or required by you after sign-off.
VENUE LOCATION FEES & PERMISSIONS
Unless otherwise agreed in writing, The Customer must obtain any necessary consent or permission and pay any fees which may apply for TPR Media to film at a particular venue, location or event.
POST PRODUCTION AMENDMENTS
A determined number of amendment rounds is agreed during the quotation process. If no number is agreed, the default of two (2) rounds of amendments apply.
TPR Media will provide the Customer with ‘version one (1)’ of an initial edited video file. The Customer must notify TPR Media of all proposed changes within a maximum of fourteen (14) days of receipt of the draft copy, constituting ‘round one (1)’ of amendments.
Once the proposed changes have been made, TPR Media will provide the Customer with the ‘version two (2)’. The Customer must notify TPR Media of all proposed changes within fourteen (14) days of receipt of the draft copy, constituting ‘round two (2)’ of amendments.
Once the proposed changes have been made, TPR Media will provide the Customer with the final version in the agreed format, or the ‘version three (3)’, which follows the same procedure as previous rounds.
Additional rounds of amendments, over the agreed amount or default number of two (2), will be charged at our applicable post-production hourly rate and added to the final invoice. Please be aware each round of amendments (even for a short sequence) takes a considerable amount of time to check, render & upload for review. It is recommended to avoid drip-feeding amendments throughout the process as this will increase the number of amendment rounds required.
The Customer acknowledges and agrees that editing an event and the production of finished works may include elements of artistic expression and interpretation. TPR Media reserves the right to use ‘Artistic Licence’ in any commissioned works that require editing or the production of finished works.
The re-editing of commissioned works is offered as an optional extra by prior arrangement. A quotation for re-editing will be provided by TPR Media on request (see ‘post production amendments’ above)
TPR Media reserves the right to subcontract any Services that TPR Media has agreed to perform for the Customer as it sees fit.
Unless otherwise specified in writing, TPR Media reserve the right to use the raw footage and final edit(s) for their own marketing purposes, including (but not limited to) displaying on their website, adding all (or parts) to promotional/marketing material online or offline.
RIGHT OF REFUSAL OR TERMINATION
TPR Media reserves the right to terminate the provision of Services, if:
18.1 The videographer, or any person(s) employed or contracted by TPR Media is placed in a position where there is an actual or apparent risk of injury, or
18.2 There is a risk that any of the equipment used may be damaged. If TPR Media terminates the provision of Services then any Deposit paid by the Customer is non-refundable. TPR Media may seek compensation from the Customer for any loss or damage suffered.
LIMITATION OF LIABILITY
The parties acknowledge that, under applicable State and Commonwealth law, certain clauses, conditions, guarantees and warranties may be implied in these Terms and Conditions and there are rights and remedies conferred on the Customer in relation to the provision of goods or of services which cannot be excluded, restricted or modified by agreement (“Non-excludable Rights”). Except to the extent of Non-excludable Rights, TPR Media will not be liable for:
19.1 Any claim by the Customer or any person, including without limitation any claim relating to or arising from all clauses, conditions, guarantees and warranties express or implied, and all rights and remedies conferred on the Customer, by statute, the common law, equity, trade, custom, usage or otherwise; and
19.2 Any representations, warranties, conditions or agreement made by any agent or representative which are not expressly confirmed by TPR Media in writing, and
19.3 The liability of TPR Media for any such matters is hereby excluded. Where (and to the extent) permitted by law the liability of TPR Media for a breach of a Non-excludable Right can be limited, TPR Media’s liability is limited, at TPR Media’s option, to one of the following:
19.4 The supply of the service again; or
19.5 Payment for the cost of having the services supplied again. Notwithstanding any other provision, TPR Media is in no circumstance (whatever the cause) liable in contract, tort (including without limitation negligence or breach of statutory duty) or otherwise to compensate the Customer for:
19.6 Any increased costs or expenses;
19.7 Any loss of profit, revenue, business, contracts or anticipated savings;
19.8 Any loss or expense resulting from a claim by a third party;
19.9 Or Any special, indirect or consequential injury, loss, damage or expense whatsoever and howsoever arising.
If TPR Media cannot carry out an obligation under the Contract either in whole or in part because of anything outside its reasonable control, including without limitation, fire, flood, storm, earthquake, explosion, accident, road or rail closures, rail derailment, wharf delays, war, terrorism, sabotage, epidemic, quarantine restriction, labour dispute or shortage, act or omission of any third person or public authority, then TPR Media’s obligations under the Contract will be suspended for the duration of the event or waived to the extent applicable.
If the Customer has engaged and confirmed TPR Media to provide Services on a specified date, the Customer may notify TPR Media in writing (during normal business hours) that the Customer does not require the Services to be provided on that date (“the cancellation”). If notification of the cancellation is provided outside of normal business hours, it is deemed to have been provided at the commencement of the following business day.
A booking is ‘tentative’ until it is ‘confirmed’ in writing by TPR Media or the Customer. If required, TPR Media will seek confirmation in writing for a booking to be ‘confirmed’ after which the date will be released if no confirmation is received within 24 hours from the Customer.
21.1 If the cancellation is made more than 20 days prior to the day on which TPR Media has been engaged to provide the Services, the Customer must reimburse TPR Media for any expenses incurred by TPR Media in preparation for the provision of the Services.
21.2 If the cancellation is made between 20 days and 9 days prior to the day on which TPR Media has been engaged to provide the Services, the Customer must pay 50% of the Agreed Fee.
21.3 If the cancellation is made between 8 days and 48 hours prior to the day on which TPR Media has been engaged to provide the Services, the Customer must pay 75% of the Agreed Fee.
21.4 If the cancellation is made within 48 hours of the time at which TPR Media has been engaged to provide the Services, the Customer must pay the Agreed Fee in full.
21.5 If the cancellation is made while TPR Media is providing Services to the Customer, the Customer must pay the Agreed Fee in full. Any amount payable must be paid by the Customer within 14 days of the cancellation.
All Materials are used and stored by TPR Media solely at the Customer’s risk and TPR Media is under no obligation to ensure any Materials. Neither TPR Media nor any of its officers, employees, agents or subcontractors will be liable for any loss, destruction or damage (“Loss”) of the Materials other than loss caused by their negligence but any liability for such loss will be limited to replacement of the Materials; TPR Media will not be liable in respect of any Loss of the Materials arising out of the action of any person not employed or engaged by or associated with TPR Media even though such person is present during and involved with the performance of the Services; and The Customer must retain a master copy of each and every recording delivered to TPR Media for the purposes of the Contract.
The Customer acknowledges and agrees that: TPR Media will have a lien on Materials provided by the Customer; and No title (including any copyright) in the Services manufactured, produced, duplicated or otherwise provided by TPR Media will be transferred to the Customer until the Customer pays all amounts due to TPR Media in full.
The Customer acknowledges and agrees that upon payment of all outstanding invoices due to TPR Media, the Customer is entitled to receive the finished works, but has no entitlement to the working files of TPR Media. The Customer acknowledges and agrees that the content, views and opinions expressed in the finished works produced for the Customer by TPR Media are solely those of the Customer. The finished works are intended to represent the opinion of the Customer and in no way reflect the views and opinions of TPR Media, its employees and subcontractors.
CUSTOMER UNDERTAKINGS AND WARRANTIES
The Customer must obtain all necessary permissions and authorities in respect of the use of the Materials which are to be included in the Customer video. The Customer indemnifies and holds TPR Media harmless from any claims or legal actions related to the content of the Customer’s video.
The Customer hereby indemnifies and holds harmless TPR Media against all loss, damage, costs or expenses suffered or incurred by TPR Media.
All efforts are put into providing accurate quotes for video productions. Some video productions, however, require additional resources and/or additional time due to unforeseen circumstances such as (but not limited to) weather, venue availability etc. In the event additional costs are required, we will advise you as soon as possible.
TPR Media take no responsibility for extra costs due to reasons outside of their control. It will be assumed and accepted by The Customer that these costs will be charged, in addition to the agreed quote, as long as these additional costs are fair & reasonable.
All reasonable disbursements and out-of-pocket expenses (such as parking) incurred by TPR Media in connection with the relevant work are added to the fees payable by TPR Media and must be paid by you – i.e. we add these to the final invoice and are NOT included in the quotation.
Without limiting the foregoing, any estimates provided by TPR Media for any stage of work will, unless expressly stated to the contrary, include an estimate of any reasonably foreseeable disbursements and expenses.
The disbursements and expenses incurred by TPR Media may include, without limitation, those pertaining to copywriting, illustration, photographic and other services, models, film, processing, printing, materials, equipment, couriers, catering, online time, postage and sundries.
TPR Media may charge a reasonable agency fee on the cost of any “bought-ins”, in addition to that cost. “Bought-ins” may include without limitation disbursements for copywriting, illustration, photography, models, printing and other materials.
You acknowledge that third party suppliers may change their own fees or cost structure, in which case TPR Media will endeavour where possible to revise any estimates accordingly, however you must pay the full amount of any disbursements incurred by TPR Media.
Payment of video productions or products must be completed according to the terms, by EFT, Cash or Credit Card.
All work requires a 60 percent upfront payment, payable by Credit Card or EFT. Balance is due prior to delivery of the final product. We do not accept cheques.
POSTAGE & HANDLING
All postage & handling is charged on final invoice. TPR Media takes no responsibility for items lost in the mail. It is the responsibility of The Customer to request additional postage services, such as insurance and/or registered post.
TRANSACTING WITH TPR MEDIA
All prices shown on this site are in Australian Dollars (AUD) and all transactions are conducted in Australian dollars. We do not accept cheques, payment can be made via Credit Card or EFT
All information received by TPR Media from the Customer, written or otherwise, will be kept confidential. Any private information will not be divulged or distributed to any third party without the Customer’s consent. Unless this is necessary to allow TPR Media to conduct and complete the Services requested by the Client.
OTHER MATTERS WHICH AFFECT THE CONTRACT
The laws of Queensland apply to the Contract and the Customer must bring any proceedings against TPR Media in a Queensland Court. If a condition or part of a condition is unenforceable, it must be severed from the Contract and does not make the rest of the Contract unenforceable.
TPR Media is not bound by any waiver, discharge or release of a condition or any agreement which changes the Contract unless it is in writing and signed by or for TPR Media.
TPR Media reserves the right to amend these Terms and Conditions at any time. Amendments will be effective after the Customer has been given 7 days written notice.
The most up to date copy of these Terms & Conditions are always available at