Web design, graphic design, consultation, advice, information and all products and services provided by Argonyx Studios are subject to our terms and Conditions of Trade regardless whether they are paid or free.

Argonyx Studios Terms and Conditions of Trade

6. Client Delays
6.1 Sometimes Client delays are experienced and include, but are not limited to, checking of a proofs, receiving content or images.  The Client agrees that these such delays will result in the Client being invoiced for the full amount of their project payable as per terms of invoice and Argonyx Studios to continue with the project when the Client delay is resolved.
6.2 Should the delay be so long that prices have changed; Argonyx Studios agrees to inform the Client of additional charges before completing the project.
6.4 See ‘Final Product’ Clause

6.4 Web Development:
6.4.1 The Client agrees that they are as committed to their project as we are.  To reflect this Argonyx Studios requires all images to be received within 5 working days of project signoff.  If these images are not received the Client authorises Argonyx Studios to purchase images on behalf of the Client to ensure the project is completed on time.  The Client shall be responsible for expenses for the purchase of additional materials for their project.
6.4.2 All content is to be received at least 5 days prior to the project ‘go-live’ date.  Additional content may be added by the Client after this if a Content Management System (CMS) is included in the project.  Clients not utilizing a CMS will be required to pay a data entry fee if they wish Argonyx Studios to enter content on their behalf once the project has gone live.
6.4.3 Unless otherwise stated specifically in the quote and proposal, a maximum of 50 web pages and 100 products will be included in the website as part of the quoted solution.  Additional pages will attract a futher charge.

6.5 Design:
6.5.1 All design proofs including website designs must be approved or amended within 5 working days to avoid major project delays.
6.5.2 The Client agrees that they are as committed to their project as we are.  To reflect this Argonyx Studios requires all images to be received within 5 working days of project signoff.  If these images are not received the Client authorises Argonyx Studios to purchase images on behalf of the Client to ensure the project is completed on time.  The Client shall be responsible for expenses for the purchase of additional materials for their project.

7. Dispute as to invoice total
7.1 The Client acknowledges where it wished to dispute an invoice then it shall, within seven (7) days from the date of invoice provide to Argonyx Studios in writing details which part of the invoice is in dispute. If Argonyx Studios does not receive written notice within 7 days from the date of invoice the Client shall be deemed to have accepted the invoice, and will pay the total.

8. Project Completion
8.1 The Client agrees to sign a project completion form at the completion of the project.
8.2 If the Client refuses to sign the Project Completion form yet Argonyx Studios has completed the project to specifications the Client acknowledges that they may forfeit their right to additional services from Argonyx Studios, for example support and maintenance.

9. Title and Use
9.1 As is standard for all creative industries, the creator retains copyright off all ideas and work produced during the lifetime of this project. This copyright then entitles the creator to any subsequent royalties generated through this work.  This copyright however may be sold to the client or superseded by an agreement such as detailed in this and the License section of this contract.
9.2 The Client acknowledges Argonyx Studios remains the sole owner of the artwork, software, source code and all industrial and intellectual property rights associated with the artwork, software and source code including trade secrets and copyright.
9.3 Subject to the Payment clause if the Client has fully complied with this contract Argonyx Studios grants the Client a nontransferable license to use work in accordance with the license described in below and according to the standard National Copyright laws already in existence.
9.4 The Client acknowledges that wherever open source software is used in their project they are purchasing the installation, configuration and in some cases, maintenance services and not the software license as this would constitute illegal practice.

10. License – The license allows the Client to:
10.1 Only use the work for the specified purpose the Client outlined as its intended use and stated business.
10.2 The work is protected by Copyright and the Client is not authorized to reproduce or use the work except as permitted by the Title and Use Clause.
10.3 The Client acknowledges that it only has a license to use the work upon full payment of the amount agreed upon.  The work and related documentation and materials are licensed, not sold, to the Client for the use only as outlined in the quote and the terms of this license and the artist/creator reserves all rights not expressly granted to the Client.
10.4 The Client shall not copy, alter, modify, trace or amend the work without Argonyx Studios prior written consent.

11. Restrictions
11.1 The Client may not transfer, modify, adapt, translate, rent, lease, loan, sell, network or create derivative works based upon the works or any part thereof unless outlined in a separate contract.

12. Termination
12.1 This license is effective until terminated.  The license will terminate automatically and without notice from Argonyx Studios if the Client fails to comply with any of the conditions outlined in this contract.

13. Client’s Obligations
13.1 The Client acknowledges that is it wholly the responsibility of the Client to ensure the suitability of the work before commencement.
13.2 The Client acknowledges that is it wholly the responsibility of the Client to ensure the suitability or availability of trademarks, copyright or registration of any creative works created by Argonyx Studios.
13.3 The Client acknowledges that is it wholly the responsibility of the Client to ensure work is suitable for use before implementation and that Argonyx Studios will not be held liable for any or all damages or costs caused by the artwork, text, software or code.  Argonyx Studio will not be held liable for any loss or damage arising from the service rendered or product provided, whether direct, indirect, special, incidental or consequential.
13.4 The Client acknowledges that is it wholly the responsibility of the Client to ensure that Argonyx Studios can legally use all materials provided by the Client.  Materials include, but are not limited to, logos, designs, images, text and code.  The Client agrees that it is the responsibility of the Client and not Argonyx Studios should any infringements occur.
13.5 The Client acknowledges that is it wholly the responsibility of the Client to seek and obtain independent advice as to whether any ‘works’ created by Argonyx Studios are suitable for protection provided by the Trade Marks Act or is available without infringement of copyright, trade marks or any other form of registration.

14. Corrections
14.1 The Client agrees to pay Argonyx Studios all fees and charges relating to requests by the Client for Authors Corrections, alterations and amendments to the goods, data, software, source code or materials supplied that were not included in the original brief.

15. Recommendations
15.1 Although Argonyx Studios takes all care in providing accurate and correct advice, recommendations and information, the Client acknowledges that is it wholly the responsibility of the Client to seek and obtain independent advice as to whether any recommendations made or advice given by Argonyx Studios are suitable to be followed.
15.2 The Client agrees that if they choose to follow any Argonyx Studios advice, recommendations or information they do so at their own risk and Argonyx Studios will not be held liable in any way for any resulting loss, damage or suffering experienced by the Client as a result of following such recommendations or advice.
15.3 The Client agrees that any changes in the company or services of recommended or advised companies impacting upon the Client and/or products and projects will not be the responsibility of Argonyx Studios and any necessary amendments, changes or upgrades to any project/product will be at the expense of the Client.
15.4 The Client agrees that information supporting or recommending Argonyx Studios will be accompanied by additional independent research by the Client.
15.5 The Client agrees that Clients, Partners and Associates of Argonyx Studios will not be held liable for any information provided in support of or that influence the decision of choosing Argonyx Studios.  This applies to items including but not limited to testimonials, case studies, marketing messages, and website information.

16. Acknowledgement/Attribution
16.1 The Client agrees that upon the use of the work in any book, magazine or any other form of publication or display, the name of the artist can and will be displayed as a credit on any or all works.
16.2 The Client agrees that it shall give due credit and acknowledgement for the work created and co-operate with Argonyx Studios in any promotional related activities Argonyx Studios  may undertake to promote the work or Argonyx Studios.
16.3 The Client agrees to allow Argonyx Studios place links within their product/s to the Argonyx Studios Website and data centers.
16.4 The Client agrees that Argonyx Studios may use the Client’s name(s), User’s name(s), corporate image and profile for the purposes of promotion and all related activities.

17. Electronic Storage
17.1 The Client agrees that it shall have no right or title to data produced and stored by Argonyx Studios on disks or any other electronic media for use by the Client or other parties authorized by the Client to obtain that data (e.g. computer files created during the production process).
17.2 Argonyx Studios shall have the exclusive right to refuse access to this material or may charge the Client for its use unless by prior agreement.
17.3 Disks and tapes supplied by the Client and other authorized persons remain the Client’s property.

18. Expenses
18.1 The Client shall be responsible for reimbursing Argonyx Studios for all expenses arising from the production of the project.

19. Preliminary Work/Concept Development
19.1 All work carried out, whether experimentally or otherwise will be charged to the Client.

20. Proofs
20.1 Proofs of all work may be submitted for the Client’s approval and Argonyx Studios shall incur no liability for any errors not corrected by the Client in proofs so submitted.  The Client’s alterations and additional proofs necessitated by these alterations shall be charged to the Client as Authors Corrections.
20.2 All time taken from the time a proof is submitted till the time of acceptance of the proof, the Client agrees to extend the due date by the same amount of time.  Therefore any delays caused by the Client or Argonyx Studios will result in an extension of the due date by the time of delay.
20.3 Any and all delays caused by the Client will result in an extension of the due date by the time of delay.
20.4 While every effort is made to ensure there are no spelling or grammatical errors in the final product, the Client shall be responsible for ensuring there are no spelling or grammatical errors in the final product.

21. Authors Corrections
21.1 Any services or materials requested by the Client after confirmation of approval by the Client, including changes or additions, will be billed in addition to the original amounts estimated.  They will be shown on each and every account as Authors Corrections.  Such Authors Corrections shall include but not be limited to resetting, copy alterations, graphic redrawing and/or repositioning of elements.
21.2 No additional charges will apply to additional work required to meet the agreed specification requirements.

22. Updates
22.1 Any updates requested by the Client after confirmation of approval by the Client, including changes or additions, will be billed in addition to the original amounts estimated.  They will be shown on each and every account as Updates.  Such Updates shall include but not be limited to program or database adjustments or alterations, additional modules or components, resetting, copy alterations, graphic redrawing and/or repositioning of elements.

23. Hosting
23.1 The Client agrees that Argonyx Studios takes no responsibility for errors, issues or other problems associated with products that are not hosted with Argonyx Studios or Argonyx Studios chosen affiliate.

24. Consultation
24.1 The cost of consultation may be adequately compensated for.  Argonyx Studios can charge an hourly rate and propose a consultation fee comparable to time away from productive work e.g. client meetings, travel or research.

25. Ownership of Artworks
25.1 Argonyx Studios retains ownership of all original artwork, ideas and materials, whether conceptual, preliminary or final unless purchased under a separate contract to this and paid for under a separate quote and invoice to this contract and will be purchased at a separate and specific price.

26. Ownership of Software
26.1 Argonyx Studios retains ownership of all original software (including source code), ideas and materials, whether conceptual, preliminary or final unless purchased under a separate contract to this and paid for under a separate quote and invoice to this contract and will be purchased at a separate and specific price.

27. Cancellation
27.1 If a job does not go ahead at any stage Argonyx Studios will charge for services rendered to that date.  This includes but is not limited to client meetings, preliminary discussion time and concept development meetings.  If no written notice of cancellation is given before the completion of the finished product then the Client agrees to pay the full amount.
27.2 Once an order has been received, cancellation must be made in writing and Argonyx Studios will charge for the extent of work carried out until the written cancellation is officially received by Argonyx Studios allowing reasonable time for cancellation to travel via post.
27.3 The charges can be based on both an hourly rate or a specific fee depending on the type and extent of the work carried out and the time and expenses incurred on that project up to the approved cancellation date.

28. Geographical Restrictions
28.1 The license agreement only allows for usage within Australia and for the stated purpose for which it was intended at time of granting of the Limited License.
28.2 Unless by prior agreement: in the form of Overseas User License Agreement, signed by both parties.   Overseas License Agreement allows the use of licensed works in countries outside Australia.  The Overseas License Agreement will list all applicable countries within which the works may be used and will state the intended purpose of the artwork.
28.3 The Client acknowledges that a separate fee to cover overseas use will be applicable.  The quoted price for standard User License Agreement does not cover overseas usage.  Argonyx Studios shall have the exclusive right to refuse access to this material for use outside Australia or may charge the Client for its use unless by prior agreement.
28.4 If the client wishes to make any additional use of the materials apart from that outlined in these terms and conditions, the client agrees to seek permission from Argonyx Studios and make such payments as negotiated by parties at that time.

29. Time Restrictions
29.1 Unless dealt with in a separate agreement, the term of the user license will be for fifty (50) years from the year in which the works were created or of granting the usage rights of work as outlined in the quote.  After these fifty years have passed the User License granted to the Client will be nullified and all usage rights will revert to the artist/creator or the artist’s/creator’s estate or court appointed representatives.
29.2 If further usage rights are required beyond those fifty years, the Client acknowledges that a separate fee to cover further use will be applicable.

30. Clip Art/Image Library Exclusion
30.1 The artwork or code will never be sold, lent or used, on or in, any “clip art” situations.  That is, it will not be used or form part of any image “library” that is used or accessible by the public or customers, either by renting, buying or free access.

31. Final Product
31.1 Argonyx Studios agrees to provide the Client with complete artwork or complete software according to the specifications given by the Client if the Client complies completely with all other conditions of the contract.

32. Protection

32.1 If one part of this agreement becomes invalid or not applicable for any reason whatsoever, it shall have no impact upon the other parts of the agreement or agreements which the Client has with Argonyx Studios whatsoever including but not limited to validity.