In these Terms of Service, "Parties," both collectively and individually, refer to Azureon Marketing and/or the Client.In these Terms of Service, "Agreement" refers to the contract concluded between Azureon Marketing and the Client, whether or not entered into within the framework of a remote sales or service system, where communication takes place solely through one or more remote communication means until the Agreement is concluded. Under the Agreement, Azureon Marketing undertakes to provide services to the Client, and the Client agrees to pay a price for these services.
The Agreement is formed by an offer from Azureon Marketing and its acceptance by the Client, as further specified in Article 4.3 of these Terms of Service.In these Terms of Service, "Services" refer to all services provided by Azureon Marketing and/or third parties engaged by Azureon Marketing to the Client, including but not limited to digital advertising campaigns, social media marketing, CRM automation, appointment setting, email and SMS marketing, landing page development, analytics and reporting, as well as any other activities performed by Azureon Marketing for the Client within the scope of an assignment, including activities not expressly requested by the Client.In these Terms of Service, "Website" refers to the Azureon Marketing website accessible via www.azureonmarketing.com.
Azureon Marketing is registered as a partnership under ABN 53252477252. Azureon Marketing is located at 9 Grove Street, Birchgrove, NSW, Australia. Azureon Marketing can be contacted via email at [email protected], through the website www.azureonmarketing.com, or by phone at +61456849545.
The Terms of Service apply to all offers made by Azureon Marketing and to all current and future Agreements, deliveries, commercial relationships, and other legal relationships between the Parties. The Client's terms and conditions are expressly rejected.
Deviation from the Terms of Service is only valid if expressly agreed upon in writing with Azureon Marketing.
The applicability of the Client's purchasing or other terms is expressly rejected, unless expressly and in writing agreed otherwise.
The Terms of Service also apply to additional or amended orders from the Client.
If one or more provisions of these Terms of Service are found to be void, the validity of the remaining provisions of these Terms of Service and the entire Agreement will not be affected. In such a case, the Parties will endeavor to replace the void provision with a new, valid provision that closely approximates the invalid provision within the scope of the original Terms of Service.
All offers on the Website are non-binding unless expressly stated otherwise.
The Client may contact Azureon Marketing via the Website, email, or phone for any of the offered Services.
After an initial consultation with the Client, Azureon Marketing may provide a quote, which will be sent by mail or email. The Agreement is only concluded upon signing of the quote or through an (electronic) order confirmation.
If Azureon Marketingsends a confirmation to the Client, it is decisive for the content and interpretation of the Agreement, subject to manifest errors. Azureon Marketing is not bound by its offer if the Client can reasonably understand that the offer, or any part thereof, contains an obvious mistake or clerical error.
Any notes or comments made by the Client on Azureon Marketing's quote do not form part of the Agreement unless confirmed in writing by Azureon Marketing.
An order by the Client, without a prior written quote, requires written acceptance by Azureon Marketing.
Azureon Marketing will endeavor to perform the Services to the best of its knowledge and ability, in accordance with the requirements of good professional practice, and as much as possible in accordance with the written agreements.
After the initial consultation, Azureon Marketing will schedule the recording day with the Client. Following the recording day, Azureon Marketing will edit and deliver the videos and/or images within 14 days. The Client is entitled to 2 revision rounds. Azureon Marketing has 7 days per revision round.
The Client is responsible for providing the necessary extras/athletes. All extras/athletes must sign a release form before filming begins.
Azureon Marketing has the right to have certain tasks performed by third parties.
When engaging third parties, Azureon Marketing will exercise due care and, as far as reasonably possible and customary in relation to the Client, consult with the Client in the selection of these third parties. The costs of engaging these third parties are borne by the Client and will be invoiced to the Client by Azureon Marketing.
The Client shall ensure that all data, which Azureon Marketingindicates are necessary or which the Client should reasonably understand are necessary for the execution of the Agreement, are provided to Azureon Marketing in a timely manner. If the data required for the execution of the Agreement are not provided to Azureon Marketing in a timely manner,Azureon Marketing is entitled to suspend the execution of the Agreement and/or to charge the Client for any additional costs arising from the delay at the then usual rates.
The Client shall ensure that Azureon Marketing can perform its Services in a timely and proper manner. If the Client fails to fulfill its obligations in this regard, the Client shall compensate Azureon Marketing for any resulting damages.
If a deadline has been agreed upon or indicated for the completion of the Services, this is never a strict deadline. In the event of exceeding a deadline, the Client must notify Azureon Marketingin writing. Azureon Marketing must be given a reasonable period to still fulfill the Agreement after such notification.
If it appears during the execution of the Agreement that it is necessary to change or supplement it for proper execution, Azureon Marketing and the Client will make timely adjustments to the Agreement through mutual consultation.
If the Agreement is changed, including an addition, this constitutes an additional assignment. For this additional assignment, a separate agreement on compensation will be made in advance. Without an additional quote, the original conditions apply, with the additional Services being paid at the agreed rate.
The failure or immediate execution of the amended Agreement does not constitute a breach of contract by Azureon Marketing and does not entitle the Client to terminate or dissolve the Agreement.
Changes to the originally concluded Agreement between Azureon Marketing and the Client are only valid from the moment these changes have been accepted by both Parties through an additional or amended Agreement. This change will be made in writing.
Azureon Marketing is authorized to suspend the performance of its obligations or to terminate the Agreement if the Client fails to fulfill, fully or timely, its obligations under the Agreement, or if Azureon Marketing has good reason to fear that the Client will fail to meet these obligations, provided that Azureon Marketing has given the Client written notice of default, setting a reasonable period for the fulfillment of the obligations, and such fulfillment has not occurred within this period.
Furthermore, Azureon Marketing is authorized to terminate the Agreement, under the same conditions as mentioned in paragraph 1 of this Article, if circumstances arise which are of such a nature that the fulfillment of the Agreement is impossible or the unmodified continuation of the Agreement cannot reasonably be demanded.
If the Client fails to fulfill its obligations arising from the Agreement, if this non-performance justifies termination, and if the Client is in default, Azureon Marketing is entitled to immediately and with immediate effect terminate the Agreement without any obligation on its part to pay any compensation or indemnification, while the Client, due to default, is obliged to pay compensation or indemnification.
Cancellation of the Agreement after signing the quote or (electronic) order confirmation is not possible.
All amounts mentioned in the quote are in USD and exclusive of VAT, unless otherwise stated.
Azureon Marketing has the right to correct obvious typographical errors in the price quotation.
Interim price changes will be passed on to the Client.
Payment is made by bank transfer. 50% (fifty percent) of the invoice must be paid within 14 (fourteen) days after the Client accepts the quote. The remaining 50% (fifty percent) must be paid within 14 (fourteen) days after the delivery of those services by the Client.
The Client is obliged to immediately inform Azureon Marketing of any inaccuracies in the provided payment details.
If the Client fails to pay an invoice on time, the Client is automatically in default, without further notice of default being required. In that case, the Client owes statutory interest. The interest on the amount due will be calculated from the moment the Client is in default until the moment of full payment of the amount owed.
If Azureon Marketing decides to collect a claim for non-payment of one or more unpaid invoices through legal proceedings, the Client, in addition to the principal sum due and the interest mentioned in Article 9.6, is also obliged to reimburse all reasonably incurred judicial and extrajudicial costs. The compensation for incurred judicial and extrajudicial costs will be determined in accordance with the then applicable Decree governing compensation for extrajudicial collection costs.
Azureon Marketing is free to proceed with the delivery of the Services only once the Client has paid the due amount in accordance with paragraph 6 of this Article.
Delivery will be made within 14 (fourteen) days.
If delivery does not take place within this period, the Client shall notify Azureon Marketing. Azureon Marketing will ensure that delivery takes place as soon as possible, unless this is not reasonably possible according to standards of reasonableness and fairness.
The failure of Azureon Marketing to deliver on time is not a valid reason for the termination of the Agreement.
All items delivered by Azureon Marketingremain the property of Azureon Marketing until these items have been fully or partially paid for.
Azureon Marketing does not provide any guarantees regarding the delivered Services.
The Client is responsible for providing correct and representative data and information necessary for the execution of the Agreement. Azureon Marketing shall not be liable for damages, including but not limited to those resulting from incorrect orders, if the Client has provided incorrect, non-representative, or irrelevant data.
The delivery period as mentioned in Article 10 paragraph 1 of these General Terms and Conditions can only be given approximately. Although every effort will be made to meet the delivery period, Azureon Marketing is never liable for the consequences of exceeding the mentioned period. Exceeding the period does not entitle the Client to cancel the Agreement or refuse the receipt or payment of the Services, nor is Azureon Marketing
liable to pay any compensation to the Client.
Azureon Marketing is not liable for errors or omissions of third parties engaged by it. By using the Services of Azureon Marketing, the Client authorizes Azureon Marketing to accept, on behalf of the Client, any limitation of liability imposed by a third party engaged by Azureon Marketing.
Azureon Marketing is not liable for any injury, whether accidental or otherwise, inflicted on the athletes/performers before, during, or after the activities for recording of footage.
Azureon Marketing is not liable for indirect damages, including but not limited to consequential damages.
Azureon Marketing is not liable for any typographical errors on the Website.
Azureon Marketing is not liable for non-performance or late performance of obligations arising from the Agreement, if caused by force majeure as referred to in Article 14 of these General Terms and Conditions.
IfAzureon Marketing is held liable, it shall only be liable for direct damages actually incurred, paid, or suffered by the Client as a result of a demonstrable failure of Azureon Marketing to fulfill its obligations with respect to its Services.
The limitation of liability as described in this Article does not apply in case of intent or willful recklessness on the part of Azureon Marketings.
This provision does not exclude liability to the extent that such liability cannot be limited or excluded by law.
Force majeure means all external causes, beyond the control or fault of Azureon Marketing, which make timely, complete, or correct performance of the Agreement impossible.
Force majeure as referred to in the preceding paragraph of this Article also includes, but is not limited to: non-performance by a third party, illness of personnel of Azureon Marketing itself or a third party, abnormal weather conditions, disruptions in water and energy supplies, strikes, serious disruptions in the systems of Azureon Marketing, fire, floods, natural disasters, pandemics, riots, war or other domestic unrest.
In case of force majeure, the performance of the Agreement shall be suspended for as long as the force majeure continues.
If the force majeure lasts longer than one month, both Parties are entitled to terminate the Agreement without intervention of the court. In such a case, Azureon Marketingwill proceed to refund any amounts paid, minus all costs incurred by Azureon Marketing with regard to the Agreement.
Each of the Parties guarantees that all data received from the other Party, known or which should be known to be of a confidential nature, shall remain secret. The Party receiving confidential data shall only use it for the purpose for which it was provided. Data shall in any case be considered confidential if so designated by one of the Parties. Azureon Marketing cannot be held to this if the provision of data to a third party is necessary pursuant to a court order, a statutory provision, or for the correct execution of the Agreement.
Azureon Marketing reserves the rights and powers that accrue to it under the Copyright Act.
The Client guarantees that no rights of third parties oppose the provision to Azureon Marketings of data. The Client shall indemnifyAzureon Marketing against any action based on the assertion that such provision, use, editing, installation, or incorporation infringes any right of third parties.
If the Client has a complaint, the Client must send it in writing to [email protected] or report it by phone via +61456849545. The complaint will be processed by Azureon Marketing, if reasonably possible, within 5 (five) working days after receipt of the complaint, after which the Client will receive a substantive response as soon as possible.
Azureon Marketings reserves the right to amend or supplement these General Terms and Conditions at any time. Azureon Marketing will inform the Client of this in a timely manner.
The amended General Terms and Conditions shall apply to the Agreement one month after notification to the Client.
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Australian law applies to the legal relationship(s) between Azureon Marketing and its Client.
All disputes arising between Azureon Marketing and the Client shall be settled by the competent court of the District of New South Wales, sitting in Sydney.