TERMS AND CONDITIONS – SIARA SOLUTIONS

1. Agreement to Terms

Last updated: March 11, 2025

1.1 Welcome to Siara Solutions Pty Ltd, by accessing or using the website and services of Siara Solutions Pty Ltd ("Company", "we", "our", "us"), you agree to comply with and be bound by these Terms and Conditions ("Terms"). If you do not agree with these Terms, please do not use our website or services.

1.2 We reserve the right to update, modify, or amend these Terms at any time. It is your responsibility to review the Terms periodically. Your continued use of the website or services following any changes constitutes your acceptance of the updated Terms.

2. Use License

2.1 Grant of License: Siara Solutions grants you a non-exclusive, non-transferable, limited license to access and use the website and services for your personal or business purposes, in accordance with these Terms.

2.2 Restrictions: You may not:

• Copy, modify, distribute, or sell any content, materials, or services from the website without prior written consent from Siara Solutions.
• Reverse-engineer or decompile any software provided by Siara Solutions.
• Use the website or services for any unlawful purpose or in violation of any applicable laws.

2.3 Right to Terminate: Siara Solutions reserves the right to suspend or terminate your account and access to the services if you violate any of these Terms. You may also terminate your account at any time by notifying Siara Solutions in writing.

2.3.1 Effect of Termination: Upon termination, your right to use the website and services will cease immediately. Any fees owed to Siara Solutions at the time of termination must be paid in full.

2.4 Compliance: These Terms are designed to comply with Australian consumer and business laws, ensuring fairness and legal protection for both parties.

3. User Accounts and Access

3.1 Account Types: User Account: For clients subscribing to our services.

3.2 Registration and Security:

• Clients must provide accurate and complete information during account creation.
• Clients are responsible for maintaining the confidentiality and security of their account credentials.
• Unauthorized use of an account must be reported to us immediately.

3.3 Ownership: You retain ownership of all content you upload, submit, or otherwise provide to Siara Solutions ("User Content"). By submitting User Content, you grant Siara Solutions a non-exclusive, royalty-free, worldwide license to use, copy, modify, and distribute the content for the purpose of providing our services.

3.4 Prohibited Content: You may not submit or post any content that is:

• Infringing upon the intellectual property rights of others.
• Defamatory, offensive, abusive, or otherwise unlawful.
• Containing viruses, malware, or other harmful software.

Siara Solutions reserves the right to remove any content that violates these terms and suspend or terminate accounts involved in such violations.

4. Services Provided

4.1 Service Categories: Siara Solutions provides the following services:

• Digital Marketing Services: Search Engine Optimization (SEO), Pay-Per-Click (PPC) advertising, social media management, content marketing, email marketing, and more.
• Software Development Services: Custom software solutions, mobile applications, web applications, system integrations, and related services.
• Design Services: Web design, graphic design, UI/UX design, branding, and other creative services.

4.2 Subscription and Payment Terms:

4.2.1 Digital Marketing and Design Services:

• Contract Term: Minimum contract term of three (3) months.
• Payment Schedule: Payments are due monthly in advance.
• Cancellation: After the initial three-month period, clients may cancel services by providing one (1) month’s advance notice. Fees remain payable during the notice period.

4.2.2 Software and Website Development Services:

• Project Structure: Projects are structured based on agreed milestones or as one-time payments, as outlined in individual project agreements.
• Maintenance Services: Post-development maintenance services are available on a monthly subscription basis.

4.2.3 Payment Terms:

• Invoice Payment: All invoices are payable within seven (07) days of issuance.
• Suspension of Services: We reserve the right to suspend services in the event of non-payment.
• Stripe Payment Method: Subscription payments are automatically processed on the scheduled date via Stripe. Manual payments are also available as an option. By agreeing to these terms and conditions, you are authorizing Siara Solutions to process the required payment from the card you used for regular payments to Siara Solutions.

5. Cancellation and Termination

5.1 Digital Marketing and Design Services:

• Notice Period: After the initial contract term, cancellation requires a one-month advance written notice.
• Obligations During Notice: Fees for services remain payable during the notice period.

5.2 Software Development Services:

• Project Cancellation: Cancellations are subject to the terms outlined in the individual project agreement.
• Refunds: No refunds will be provided for completed milestones or work already delivered.

5.3 General Termination:

• Right to Terminate: Siara Solutions reserves the right to suspend or terminate services if clients violate these Terms or engage in unlawful activities.

6. Refund Policy

6.1 Services Rendered: Refunds are not provided for services that have already been rendered.

6.2 Prepaid Amounts: Prepaid amounts for services not yet rendered may be refunded at the discretion of Siara Solutions, subject to administrative fees.

7. Client Obligations

7.1 Information Provision: Clients must provide accurate, complete, and timely information necessary for the effective delivery of services.

7.2 Legal Compliance: Clients must comply with all applicable laws and regulations in connection with their use of our services.

7.3 Third-Party Materials: Clients are responsible for obtaining necessary permissions and licenses for any third-party materials provided to us for use in delivering services.

8. Intellectual Property Rights

8.1 Ownership: All intellectual property created by Siara Solutions, including but not limited to software code, designs, and marketing materials, remains the property of Siara Solutions until full payment is received.

8.2 License Grant: Upon full payment, Siara Solutions grants the client a non-exclusive, non-transferable license to use the deliverables for their intended purpose.

8.3 Third-Party IP: Any third-party intellectual property incorporated into the deliverables remains the property of the respective owners, and clients must comply with any applicable licensing terms.

9. Confidentiality and Privacy

9.1 Confidential Information: Both parties agree to keep confidential any proprietary or sensitive information disclosed during the course of the engagement.

9.2 Privacy Policy: Our Privacy Policy, in compliance with the Privacy Act 1988 (Cth), outlines how we collect, use, and protect client data. Clients are encouraged to review this policy to understand our data handling practices.

10. Disclaimer

10.1 No Warranty: Siara Solutions provides the website and services "as is" and makes no representations or warranties, express or implied, regarding the accuracy, reliability, or availability of the services or content.

10.2 Limitation of Liability: To the fullest extent permitted by law, Siara Solutions will not be liable for any direct, indirect, incidental, special, consequential, or punitive damages arising from your use of the website or services, including, but not limited to, lost profits, revenue, or data.

• 10.2.1 Liability Cap: To the fullest extent permitted by law, our liability for any claims arising out of or related to our services is limited to the amount paid by the client for the specific service that gave rise to the claim.
• 10.2.2 Exclusion of Damages: Siara Solutions is not liable for any indirect, incidental, special, or consequential damages, including but not limited to loss of profits, revenue, or data, arising from the use of our services.
• 10.2.3 No Guarantee of Results: While Siara Solutions strives to deliver high-quality services, we do not guarantee specific results, including, but not limited to, SEO rankings, web traffic, or business outcomes.

11. Indemnification

11.1 Client Indemnity: Clients agree to indemnify and hold harmless Siara Solutions, its directors, employees, and agents from any claims, damages, liabilities, and expenses arising out of or related to:

• The client's use of our services.
• Any breach of these Terms by the client.
• Any infringement of third-party rights resulting from the client's actions.

12. Dispute Resolution

12.1 Negotiation: In the event of a dispute, both parties agree to first attempt to resolve the issue through good-faith negotiations.

12.2 Mediation/Arbitration: If the dispute cannot be resolved through negotiation, it shall be referred to mediation or arbitration in New South Wales, Australia, as mutually agreed upon by the parties.

12.3 Legal Proceedings: Neither party may commence legal proceedings until the dispute resolution processes outlined above have been exhausted, except where urgent interlocutory relief is sought.

13. Amendments to Terms

13.1 Right to Amend: Siara Solutions reserves the right to update or modify these Terms at any time. Such changes will take effect immediately upon their being posted on our website.

13.2 Client Responsibility: It is the client's responsibility to review the Terms periodically to stay informed of any updates. Continued use of our services constitutes acceptance of the revised Terms.

14. Governing Law

14.1 Jurisdiction: These Terms are governed by the laws of Australia, and each party submits to the exclusive jurisdiction of the courts in the State or Territory where the dispute arises.

15. Force Majeure

15.1 Force Majeure Events: Neither party shall be held liable for failure or delay in the performance of any of its obligations under these Terms if such failure or delay is due to a cause beyond its reasonable control, including but not limited to acts of nature, strikes, war, or government regulations.

16. Severability and Entire Agreement

16.1 Severability: If any provision of these Terms is found to be invalid or unenforceable, the remainder of the Terms shall continue in full force and effect.

16.2 Entire Agreement: These Terms constitute the entire agreement between the parties and supersede all prior or contemporaneous communications and proposals, whether oral or written.

17. Payment Methods

17.1 Stripe Payment Integration: Siara Solutions has directly integrated the Stripe payment system into our admin platform. Subscription payments will be automatically processed on the scheduled date each month using this system.

17.2 Online Payment Transactions: All types of payment transactions, including subscription fees and project-based payments, can be processed online through Stripe, which accepts various payment methods, including credit cards, debit cards, and other supported payment options.

17.3 Manual Payment Option: In addition to the automated Stripe payment processing, clients have the option to make manual payments if they prefer. Payment instructions for manual payments will be provided upon request or in the invoice details.

18. Contact Information

For any questions or concerns regarding these Terms, please contact Siara Solutions at:

• By email: info@siarasolution.com
• By phone: +61 485 986 838
• By mail: Suite 3, Level 1/98-100 Moore Street, Liverpool NSW 2170, Australia