Terms and Conditions
These Terms and Conditions of Trading apply to everything produced by SENSORIUM GROUP, trading as Sidedoor ABN 19159242627 unless otherwise agreed in writing. They must be read in conjunction with any estimates or proposals provided. Please read them carefully. These Terms and Conditions override any other terms and conditions.
All documents prepared by and supplied by Sidedoor for the client (you) may not be disclosed to any third party without the express permission in writing of
- Acceptance of project estimates
For Sidedoor to proceed with a project; you must signify your acceptance of the relevant estimate or proposal by signing and dating it. (Or replying with acceptance by email) Unless otherwise stated, GST is additional to estimates and proposals.
- Right to refuse project
These Terms and Conditions of Trading and accompanying estimate and/or proposal are provided to you without any obligation on the part of If, for any reason, we do not believe that we can carry out your project, we can (in writing) withdraw the proposal and/or estimate and can refuse the project at any time up to the date upon which you write to accept our proposal and/or estimate and for 7 days after that date. If you have made any payment to us prior to the date upon which we refuse the project, we will refund the payment to you in full, less any reasonable administrative costs.
- Right to re-cost estimates
Our estimates are valid for 30 days from the date of the estimate and are based on our initial discussion or brief. Sidedoor may re-cost estimates prior to acceptance.
Estimates and proposals are based on all stages of a project being accepted by you and completed in the manner and within the times set out in the relevant estimate and proposal. If any of the stages are (for any reason) not accepted by you, we reserve the right to re-estimate the project and you will be bound by the new estimate.
- Revising estimates
If there are major variations to the brief, a revised estimate will be necessary. Sidedoor may also re-cost estimates if additional work is required and you will be bound by the new estimate. The proposed delivery date will also be re-scheduled to a suitable time agreed by both parties. Corrections or amendments required by you or by other authors are charged at an hourly rate plus out-of-pocket expenses.
You are also responsible for increases in material and third party services (e.g. printers and manufacturers), which are beyond Sidedoor’s reasonable control.
- Cancellation and postponement
If the project is cancelled or postponed prior to completion, you will be billed for the services, materials and costs incurred up to that point (including cancellation fees charged by suppliers if applicable).
- Our ideas
Any ideas (whether verbal or written) we disclose to you remain the property of Sidedoor unless you purchase them. You must not use these ideas without our permission (this includes showing or telling the ideas to another agency or supplier).
- Artwork Files
In relation to design projects, final print ready artwork will be supplied as high res PDFs unless otherwise agreed. All original artwork and working files remain the property of Sidedoor. Where a logo has been developed, Sidedoor will provide logo files in various formats as agreed for future use.
- Intellectual property rights
Sidedoor owns the copyright of any work produced on your behalf, including preliminary proposals, scripts, ideas, copy, roughs and/or artwork created in the course of developing a project. When you have paid for a project in full, we assign the copyright over to you and you are given an exclusive license to use the work Sidedoor produced for you for the purposes outlined in the brief or estimate, in accordance with our Terms and Conditions of Trading. This only refers to the selected/approved design and not all other drafts produced during the concept stage. The original artwork files used to create the concept remain the property of Sidedoor. If you want to own the original files, this should be established prior to commencement and will be quoted in the cost estimate.
Sub-contractors such as freelance writers, photographers, illustrators and other artists, who may be commissioned on your project, contract with Sidedoor for specific rights for the use of their words, images, original photographs or illustrations and artwork. We cannot release any intellectual property to you that may be subject to these conditions. Transfer of ownership in these cases may only be signed away by the artists themselves. Should you require extended or unlimited rights to designs, photographs, illustrations or similar works, inform us of this in advance and we will negotiate for those rights on your behalf.If you fail to comply with anything in these Terms and Conditions of Trading, all rights will revert back to Sidedoor.Sidedoor reserves the right to retain any samples of work it produces and to show the samples, photos or representation of the work to further promote Sidedoor’s services to the public at large and to enter such work in competitions, exhibitions, award annuals and magazines provided you have not requested Sidedoor beforehand, in writing, not to do so.
- Moral rights
Sidedoor has the right of attribution of authorship as the original source of the materials, the right against false attribution of authorship and the right of integrity as a means of protecting our reputation under Moral Rights Act (2000).
- Time specifications
All specifications of time submitted during the production process or contained in the estimate are guides only. While Sidedoor makes every effort to follow them, no responsibility is accepted if it is unable to do so.
- Delay in supplying raw material or returning signed proofs
Sidedoor will usually consult with you to set estimated production schedules. To keep to these schedules, Sidedoor may require you to provide Sidedoor with material on which to work (e.g. the text of a brochure) or return signed proofs within a specific time. If this is not received by the specified date, Sidedoor is entitled (at its discretion) to add the length of the delay to Sidedoor’s production time and update the relevant timeline.All manuscripts and professionally edited copy must be supplied digitally. If they are supplied poorly prepared, an additional charge may apply for proof reading, editing or ghost writing.
- Author’s corrections
You are entitled to one set of author’s corrections at the design development and design refinement stages of the project.
Any amendments to style or content, including any additional material (e.g. photos), subsequent to your approval are additional and will be invoiced as client alterations according to our scheduled hourly rate. You must email to us any changes you require so that they can be properly recorded. Due to the variability and inaccuracy of handwriting, keep all information simple and clear. Whenever possible we prefer you to supply us with a digital file or word-processed hard copy. We are not responsible for badly written copy or incorrect information supplied.
- Approval processes
Proofs of all work may be submitted for your approval. Please note that digitally printed proofs or digital files do not necessarily represent the exact colours of the final printed or manufactured product. Please inspect proofs carefully and signify that you have checked and approved them in their entirety by signing or emailing approval. By signing a proof or sending a return email as your approval, you accept all responsibility for errors at each proof stage. Sidedoor will accept no responsibility for errors in proofs that have been approved by you. In cases where you are not able to proof material and request Sidedoor to proof the material on your behalf, Sidedoor will exercise due care but will not accept responsibility for any errors.
- Printing and manufacturing
Sidedoor organises production and manufacturing quotes and supervises proofs, printing and manufacturing to ensure quality control. While Sidedoor takes all reasonable care, it is not liable for the printer’s or manufacturer’s errors.
- Third party supplies
Sidedoor may advise you on, or obtain for you, goods or services from third parties. When you have signed an order (in any form) for these goods or services you become responsible for their payment. Any claim you may have in relation to these goods or services (e.g. quality) is directly with the supplier and not with Sidedoor.
All artwork, computer files and other materials are kept for 3 month from the date of their creation, after which they are archived. Due to the unstable nature of storage media, we cannot guarantee that your files or material will not become corrupted. Sidedoor is not responsible if files or material are corrupted or damaged. We endeavour to archive your files for 6 months from completion. If you require copies after completion, we will provide them for a reasonable retrieval fee plus the cost of materials. Cost available on application.
- Out-of-pocket expenses
Unforeseen out-of-pocket expenses (such as couriers, materials, etc.) are not included, as they cannot be pre-determined, and are additional to the estimate. Sidedoor charges a fee on all out-of-pocket expenses (including proofs, illustration, printing, photography, couriers, etc.) to cover administration costs. Our contract with you incorporates the terms of, and is subject to the conditions of, supply of such goods and services by third parties.
- Samples of finished items
For its records, Sidedoor reserves the right to retain at least 10 samples (5 if the unit cost is high) of each finished product created by Sidedoor Where this is not practicable (e.g. signage) Sidedoor will arrange for photos or representations of the works, at Sidedoor’s discretion.
Normal trading terms are 14 days from date of invoice unless otherwise agreed. Invoices representing work in progress may be issued fortnightly. Full payment must be made within 14 days of the date of the invoice. Unless all outstanding invoices are fully paid, Sidedoor reserves the right:
- Not to begin, continue or deliver any work
- To retain any goods supplied to Sidedoor and/or which have been produced for you
- To charge for any preliminary work carried out at your request
- Payment in advance
Sidedoor may require a deposit representing 50% of the total project cost or of the cost of any individual stage of the project, within 7 days, before any work can begin or continue.
- Urgent or after hours work
Subject to agreement, we may charge an additional fee of 25% (on top of our estimates) for urgent and after-hours work.
An additional 50% surcharge will be applicable for work to be carried out on public holidays or weekends.
- Overdue accounts
For overdue accounts; Sidedoor may charge interest at the current business overdraft rate.
- Disputing invoices
If you dispute any invoice, you must notify us in writing of the reasons for the dispute within 7 days of receiving it.
- Implied warranties
Sidedoor gives no express warranty in relation to the supply of its services to you and you acknowledge that you have not relied on any representation or warranty made by Sidedoor or on Sidedoor’s behalf. The Trade Practices Act 1974 and certain State and Territory legislation may imply certain conditions and warranties into these Terms and Conditions of Trading. To the extent that such conditions and warranties may lawfully be excluded, all such conditions and warranties are expressly excluded.Further, to the extent permitted by law, if Sidedoor becomes liable to the client in any manner whatsoever for breach of warranty or for any other reason, then Sidedoor’s liability is limited solely to the cost of supplying the services to the client again or the payment of the cost of having the services supplied to the client by a third party, whichever Sidedoor elects.
- Client’s warranties
Where you supply Sidedoor with information, designs or other material, you warrant that:
- It does not infringe any copyright, trademark or design
- It is not in breach of confidence, misleading or deceptive
- It is not defamatory or unlawful
- All statements purporting to be factual are true
- Legal requirements for packaging or labeling goods are complied with.To the maximum extent permitted by law, you indemnify Sidedoor against any breach of warranty made by you inthese Terms and Conditions of Trading. This indemnity continues after this agreement ends.
- Independent contractor relationship
Sidedoor and the client’s relationship is one of independent contractors and not one of agency or partnership.
Sidedoor may use subcontractors to perform any part of the work for you.
- Law of agreement
The law of the State of Victoria, Australia, applies to these Terms and Conditions of Trading.
Acceptance of a project proposal assumes that you have read, understood and agreed to these Terms & Conditions.