1.Terms of Use
These Terms & Conditions, together with the 360 Dental (ABN 12 139 096 718) Services Specifications constitute a legally binding agreement between you (the Client) and 360 Dental, for the provision of any technology, marketing and consulting services effective from the date the last party signs the Service Specifications OR starts using the Services.
We hold the right to update these Terms and Conditions in the future. When a Client signs in an Agreement to use 360 Dental’s Services, the Client Agrees to use the latest Terms and Conditions. We hold the right to not exercise or enforce any right or provision of the Terms and Conditions; in doing so, we are not waiving that right or provision. These do not contain a limitation of 360 Dental’s liability.
2. Definitions
The following definitions apply to this agreement, unless specified otherwise:
2.1 This service agreement is in between the Company and the Client which sets out both parties’ obligations.
2.2 “The Company” means Versatile Information Solutions Pty. Ltd (T/A 360 Dental, ACN 139 096 718, ABN 12139 096 718).
2.3 “Client” means any company, subsidiary, firm or individual or agent thereof who orders any service offered and supplied by the Company.
2.4 “Services” means any technology, marketing or consultation service offered to and supplied to the Client by the Company.
3. Term and Extension
3.1 This Agreement will commence on the Commencement Date / when the final party has signed the agreement / the specific day when the Client has agreed to start using the Company’s service, whichever happens first.
3.2 This Agreement will continue until the project’s completion date / terminated in accordance with clause 8 of this Agreement.
3.3 The parties agree that the contract will run for the specified Minimum Term in order to achieve the desired results and benefits of the Services. If the either party wishes to terminate the contract, it should be done so as per the minimum condition and structure of notice stated within the below-mentioned services.
3.4 The parties may choose to extend the Contract Term further in writing. In absence of any further agreement, the term will, by default, continue to a monthly agreement.
3.5 The Client accepts that all the marketing fees are payable in 1-month advance and are non-refundable. In case of system development including websites and apps, the fees are payable in the instalments structure as stated in the latest Agreement.
3.6 The Client understands that none of the clauses mentioned in this Agreement will be changed based on the Client’s condition at the given time, unless it is in the form of written confirmation by both the parties.
4. Provision of Service
This Agreement sets out your obligations to 360 Dental in relation to the services to be provided.
4.1. Domain Name Registration and Administration
360 Dental can secure the available domain of your choice as agreed on your behalf. All domain name registrations are offered on a first come, first serve basis. We will initiate the Premium Domain Name to your account for a period of one year. Any subsequent renewals of the Premium Domain Name will be charged to your account.
We will not be liable to the loss of domain or disruption in website and emails resulting from the failure to pay for the renewal of domains and web hosting in a timely manner.
4.2. Website Design and Development
a) A 50% deposit of the total quoted amount is required before commencement of any website or branding-related work. The remaining 50% is due upon completion, prior to the website going live or files being handed over. If a third-party hosting service is nominated by the Client, all relevant files will be transferred following full payment. Any alternate payment terms explicitly agreed in writing will override this standard structure.
b) The Company’s services are strictly limited to the deliverables outlined in the agreed Scope of Work. Any changes or additions must be mutually agreed in writing and may incur additional fees. The updated Scope, once approved, supersedes the initial agreement.
c) The Client agrees to provide all necessary content and materials (such as text, images, videos, and prototypes) as pre-agreed with the Project Manager(s). Delays in providing this information, feedback, or approvals may result in corresponding project delays for which the Company shall not be held liable.
d) The Company will not be responsible for delays resulting from the Client’s late responses, scope changes, delayed payments, or third-party involvement. While estimated timelines will be followed to the best of the Company’s ability, delivery may be affected by revision cycles, response times, and external factors. Expedited work may be arranged upon request, subject to an updated agreement.
e) The Client must report any errors or required changes within the following timeframe from written notice of completion: website development within 14 days; photography and videography within 2 days; content writing within 7 days; logo and branding pack within 2 days; and other services within 3 days. A “day” ends at 11:59 pm on the date of completion notice.
f) Where the project depends on third-party contractors employed by the Client, the Company bears no responsibility for delays, quality issues, or unmet expectations caused by those third parties. If the Company is requested to rectify or enhance such third-party work, additional costs may apply.
g) The Client acknowledges that stock imagery and video used by the Company may not be unique, as they are sourced from publicly accessible libraries.
h) The Client may not falsely attribute the Company’s work to another provider without written consent. Unless otherwise requested in writing, the Company retains the right to showcase completed projects in its portfolio or for promotional purposes.
i) All deliverables remain the property of the Company until full payment is received. The Company reserves the right to withhold access to branding assets or remove digital content after two unpaid invoice reminders, or as outlined in the Service Agreement.
j) The Client is responsible for the ongoing maintenance of systems such as websites or applications, including future compatibility with updated platforms, devices, or operating systems. If support is requested from the Company, additional fees may apply subject to feasibility and agreement.
k) If the Client terminates the project before completion, they are liable to pay for all work completed to date. If the project is completed as agreed but the Client no longer requires it, full payment is still due. The Company reserves the right to take legal action in cases of non-payment.
l) The Company shall act in good faith and deliver services according to the agreed Scope of Work. However, it is not obliged to provide additional changes without further compensation if the Client’s expectations change after prior approval or delivery. The Company and its staff shall not be liable for losses, damages, or costs incurred due to missed deadlines resulting from Client-side delays or scope changes.
m) All fees paid to the Company are non-refundable in nature.
4.3 Website Hosting
a) The annual or monthly fee of the domain(s), website (s) and email(s) hosting must be subsequently paid within the due date after the invoice has been issued to the Client. Failing to do so will relieve the Company of the responsibility of renewing its domain and hosting service. The Company shall not be held responsible for the website(s) and email(s) interruption caused by non-renewal or deletion of files by the Company due to not receiving the invoiced amount on time.
b)The Company has the freedom to select the domain supplier and server of its choice.
c) The Company sets up its own website files backup schedule routine. The Company shall not be held responsible for up-to-date backup of files.
d) The Company shall not be held responsible for the failure of the service caused on the part of the domain registrar and/or the server supplier.
e) The Company assures that the uptime availability will be at least 99% except where the failure results from:
i. Failure or malfunction in relation to any device or equipment, any software or power supply beyond the Control of the Company
ii. The Client’s action or omission (or 3rd party acting on the Client’s behalf)
iii. Any false breaches reported as a result of outages or errors of any of the Company’s measurement system
iv. System update that is beyond the control of the Company
v. Unauthorised or illegal access by any party to any party of the computer systems used to provide the Services including hacking, cracking, virus dissemination and denial of service attacks
vi. During scheduled maintenance to keep the server up-to-date
vii. Failure or malfunction of any software forming part of the Services which has not been subjected to a testing regime due to its time-critical nature including updates, patches, definitions, etc;
f) Website’s full access including FTP access and files will only be shared after the payment of transfer fee.
g) In case the Client wishes the service to be transferred to a different provider of their choice or receive login access, the information has to be sent to the concerned parties of the Company in writing. The transfer will be made by the Company only after all the necessary dues have been paid by the Client.
h) By terminating the service, the Company shall no longer be responsible for managing or renewing the client’s domain, website and emails that have been handed over to the company.
i) In case the client chooses the files to be hosted on a server that does not belong to the Company, the file transfer is to be made after the amount the Client owes to the Company in full.
4.4 Search Engine Optimisation (SEO) and Google AdWords
a) 360 Dental will execute the project using the best available industry practices and up-to-date methodologies.
b) While 360 Dental will exercise due diligence to improve the website’s search engine rankings, the Client acknowledges that SEO and Google Ads services do not guarantee specific results, as performance is subject to various factors, including but not limited to:
i. Past malpractice by other contractors
ii. Poor or duplicate content
iii. Use of an SEO-unfriendly content management system
iv. Lack of necessary access provided to 360 Dental Marketing
v. Existing search engine penalties or algorithm updates
vi. Unnatural or spammy backlink profiles
vii. Hosting on slow or blacklisted servers
viii. Failure to implement the Company’s SEO recommendations
ix. Changes made by unauthorised third parties or the Client themselves
c) If a ranking guarantee is offered, it shall only apply under the specific terms and conditions advertised by the Company at the time of the offer.
d) The Client agrees to release 360 Dental, including its employees, owners, and directors, from any liability for damages, loss of business, or costs arising from the actions or decisions of search engines.
e) Any modifications or additions to the agreed list of SEO keywords after initial approval may attract additional charges.
f) All SEO and Google Ads service fees are payable one month in advance and are strictly non-refundable.
g) To cancel SEO services, the Client must provide a minimum of one pay-cycle’s notice in writing, sent to admin@visnetwork.com.au.
h) Upon termination of services, all strategies and configurations set up by 360 Dental, including goal tracking, will be removed, as these constitute the intellectual property of the Company.
i) This agreement will automatically renew on its anniversary date each year or upon the conclusion of the last agreed service period, whichever occurs first, unless either party provides at least one pay-cycle’s notice in writing to discontinue the service.
j) The agreement cannot be cancelled unless all outstanding payments owed to 360 Dental have been settled in full.
4.5 Development of Mobile apps and CRMs
a) 360 Dental uses a range of technologies to develop the agreed system.
b) 360 Dental is not responsible for the content placed on the system unless otherwise stated in the Agreement.
c) 360 Dental is not liable for any changes or disruptions resulting from third-party frameworks beyond its control.
d) 360 Dental will undertake the steps required to publish the app on platforms such as the Play Store or App Store; however, it shall not be responsible for delays in launch caused by those third-party platforms.
e) 360 Dental shall not be held liable for the effectiveness of push notifications if end users disable the feature on their devices.
f) It is beyond 360 Dental’s control to override built-in functions of users’ mobile devices.
g) The Client will be involved throughout the development process and is encouraged to provide feedback. If requested changes fall outside the original scope, 360 Dental may charge additional fees. Any delays caused by these change requests shall not be the responsibility of 360 Dental.
h) Web and app development may require ongoing enhancements and updates due to changes in associated platforms. The Client acknowledges that responsibility for requesting and paying for such updates lies with them.
i) If the Client requests updates not included in the latest Agreement, 360 Dental may carry them out if qualified to do so and if the Client agrees to pay the related fees.
j) Fees must be paid according to the pre-agreed instalment schedule and are non-refundable.
k) Any third-party integration costs are payable by the Client. 360 Dental is not liable for service failures due to the Client’s non-payment or for changes in the pricing structure of such third parties.
l) 360 Dental reserves the right to pause development in the event of non-payment of any outstanding invoices.
m) If the Client discontinues development before completion, they are liable for the cost of work completed. If the system is completed but no longer required, payment must still be made in full. Failure to pay may result in legal action.
n) The system and associated programming remain the property of 360 Dental until all outstanding amounts are fully paid.
4.6 Social Media Marketing
a) 360 Dental will set up and manage social media campaigns and platforms as outlined in the Agreement.
b) The Client agrees to provide all necessary access credentials to facilitate the social media setup and management.
c) During the first month, 50% of the standard monthly posts will be delivered, as the initial phase focuses on social media profile optimisation, research, and establishing the right tone, content direction and design structure for your business.
d) 360 Dental is not responsible for any issues arising from incorrect or incomplete information supplied by the Client.
e) All content to be published will be pre-approved by the Client. 360 Dental is not liable for consequences if such content no longer meets updated client expectations after approval.
f) Deliverables are measured by the content created and scheduled within the approved social media content calendar.
g) 360 Dental shall not be held responsible for any third-party interactions, such as comments or engagement, on the Client’s social media channels.
h) The content shoot will generally be scheduled from the second billing month, subject to client and photographer availability. If delayed or rescheduled by the client, monthly service fees and billing will continue as normal.
i) All fees are payable one month in advance and are non-refundable.
j) To cancel services, the Client must provide at least 30 days’ written notice via email to admin@visnetwork.com.au.
k) The Agreement cannot be cancelled until all dues owed to 360 Dental have been settled in full.
l) For cancellation, the Client agrees to provide a minimum of one pay-cycle month’s notice in writing to the above-mentioned email.
m) The Agreement will automatically renew on its anniversary date each year unless either party provides at least 30 days’ written notice to terminate the service.
4.7 Done 4U Marketing
a) 360 Dental will provide Done 4U Marketing services to the Client as a bundled offering comprising various marketing packages.
b) 360 Dental will deliver these services in line with best industry practices.
c) While 360 Dental are recognised specialists in the industry, the Client acknowledges and agrees that Done 4U Marketing does not guarantee specific results unless explicitly stated in the Agreement.
d) The Client agrees to release 360 Dental, including its employees, owners, and directors, from any liability for damages, costs, or loss of business resulting from incidents or issues caused by third-party actions.
e) The Client agrees to provide all required information, including login credentials, within 15 days of the Agreement.
f) Any delays in providing the necessary information that result in project delays or underperformance shall not be considered the fault of 360 Dental.
g) The Client warrants that all materials supplied, including images, graphics, illustrations, links, trademarks, and trade names, are truthful and legally permitted. The Client affirms full rights to use these elements and confirms that their use does not breach any relevant laws, including but not limited to the Trade Marks Act and the Copyright Act.
h) The initial term of this Agreement is 12 months, unless stated otherwise in the original contract.
i) If the Client wishes to terminate the Done 4U Marketing service, written notice must be provided according to the following schedule:
i. If termination occurs within the first 6 months of the contract, 3 pay-cycle months’ notice is required.
ii. If termination occurs after 6 months, 1 pay-cycle month’s notice is required.
j) All Done 4U Marketing service fees are payable one month in advance and are non-refundable.
k) The Agreement cannot be cancelled unless all outstanding amounts owed to 360 Dental are paid in full.
l) The Agreement will automatically renew each year on its anniversary date unless either party gives written notice in line with the minimum notice periods outlined in the relevant service category.
m) The clause of exclusivity—whereby the Company agrees not to work with the Client’s direct competitors within a 7km radius—applies only if the Client remains subscribed to the full-service Done 4U Marketing package. If the Client downgrades from this package, the exclusivity clause no longer applies.
4.8 Content Management
a) 360 Dental will upload optimised content and tags to the Client’s websites where the web page is in a language the Company specialises in. If the webpage is designed in a programming language outside of our expertise, the responsibility for uploading the content lies with the Client.
b) Any changes to website content made after 14 days of the website launch by 360 Dental, or changes to any pre-existing website, will incur a charge. This charge will be calculated on an hourly basis according to the work required.
c) Although full care is taken when making website changes, the Client agrees that regular backup of the website files is not the responsibility of 360 Dental unless website hosting service is offered.
d) Unless the Client is engaged in an ongoing, recurring marketing or advertising service agreement with the 360 Dental, the Client acknowledges and agrees that, upon acceptance and delivery of the website, marketing materials, or any related content prepared by the 360 Dental, the responsibility for ensuring that such materials remain compliant with all applicable industry standards, regulations, and legal requirements rests solely with the Client. 360 Dental and its team shall not be held liable for any non-compliance, penalties, or other consequences arising from changes in laws, guidelines, or regulations after the materials have been delivered and accepted, or for any assets that fall outside the scope of the service agreement.
e) Where the Client has agreed to supply content, including but not limited to text, images, videos, or other materials, the Client acknowledges and accepts full responsibility for ensuring that such content complies with all applicable industry regulations, advertising standards, and legal requirements. 360 Dental does not verify or guarantee the regulatory compliance of Client-provided content and shall not be held liable for any issues, claims, or penalties arising from its use.
4.9 Paid Ads
a) 360 Dental will set up paid advertising campaigns across platforms such as Facebook, LinkedIn, Google, YouTube, and Instagram, following industry best practices.
b) If a campaign cannot run due to platform editorial policies, the Client will be notified. 360 Dental will use due diligence to resolve issues but cannot guarantee outcomes as these platforms are beyond our control.
c) Advertising costs (ad budget) will be charged to the Client’s credit card and paid directly to the platform provider; these are non-refundable and separate from management fees.
d) 360 Dental can set pre-agreed maximum budget limits but cannot precisely control exact spend at any given time.
e) Budget limits may change to optimise results; the Client will be consulted before any adjustments.
f) No guarantee of results is given due to multiple factors including platform policies, compliance issues, and web traffic fluctuations.
g) 360 Dental is not responsible for incorrect charges by third-party advertising platforms.
h) 360 Dental is not liable for results if the Client grants campaign access to third parties.
i) The Client agrees to comply with all platform guidelines.j) Any service changes or keyword additions after initial selection may incur additional fees.
k) All service management fees are payable one month in advance and non-refundable.
l) Cancellation requires 30 days’ written notice to admin@visnetwork.com.au
m) Upon termination, all campaign strategies and goal setups remain 360 Dental’s intellectual property and will be removed.
n) The agreement automatically renews annually until either party provides 30 days’ written notice to terminate.
o) Cancellation is only effective once all dues to 360 Dental are fully paid.
p) The Client understands and agrees that upon termination, they will receive an up-to-date report outlining the progress of their Google Ads campaign. However, if the campaign was originally set up by the 360 Dental team, the Client acknowledges that the strategies and campaign structures are the intellectual property of 360 Dental and, as such, cannot be transferred.
q) If landing pages were created by 360 Dental during the course of paid ads management, and the cost of the associated domain and website hosting was not separately covered by the Client, 360 Dental reserves the right to discontinue the associated domain and hosting services upon termination. Alternatively, the Client may request a transfer of these services for an appropriately quoted fee.
4.10 Email Setup and Maintenance
a) 360 Dental will assist with email setup using the Client’s preferred provider.
b) The Client is responsible for managing and renewing email hosting services with third-party providers.
c) 360 Dental is not liable for email or data loss caused by non-compliance with third-party policies or failure to pay hosting fees on time.
4.11 Email Marketing and Video Marketing Services
a) The Client agrees to provide content and database for email marketing campaigns. Content creation by 360 Dental is only included if explicitly stated in the Agreement.
b) The Client must approve all content prior to distribution. Any delay in approval may postpone the scheduled email blast, for which 360 Dental is not responsible.
c) 360 Dental is not liable if any contacts cannot be uploaded due to non-compliance with system policies.
d) Fees for third-party subscription services are payable by the Client and are separate from 360 Dental’s service charges.
e) 360 Dental is not responsible for any changes in fees imposed by third-party providers.
4.12 Design Services
a) Design work will begin only after receipt of the agreed initial deposit as specified in the service proposal.
b) 360 Dental reserves the right to withhold completed designs until full payment is received.
c) Source files (editable project files) will only be provided if explicitly agreed in writing within the service proposal.
d) Upon delivery of design work as per agreed specifications, 360 Dental’s obligations are considered fulfilled.
e) Any changes or additions beyond the agreed scope may result in adjustments to the quoted price based on revised deliverables.
4.13 Third-Party Platform Subscriptions
a) The Client may need to subscribe to third-party platforms for project execution. 360 Dental will inform the Client of such requirements.
b) 360 Dental may recommend platforms but does not represent third-party providers unless expressly stated.
c) Subscription fees are charged directly to the Client’s card and are separate from 360 Dental’s management fees.
d) 360 Dental is not responsible for any platform changes or service disruptions.
e) The Client must manage subscriptions and ensure timely payments; failure may result in service cancellation and data loss, for which 360 Dental is not liable.
f) 360 Dental is not responsible for any changes in third-party fees.
g) The Client is solely responsible for penalties arising from false information, policy breaches, or misuse of subscriptions.
h) 360 Dental is not liable for incorrect third-party payment charges but may assist in communication.
i) Subscription cancellations must be performed by the Client or with Client’s consent; 360 Dental will assist but is not responsible for any issues.
j) 360 Dental is not responsible for unauthorised changes made by third parties granted access by the Client.
k) Delays caused by third parties in approvals or publishing are not the responsibility of 360 Dental.
4.14 Service Inclusions
a) 360 Dental will deliver services as per the Agreement; additional services will incur extra fees.
b) Client support is available during business hours (9am–5pm, weekdays) on a first-come, first-served or urgency basis via 1300 777 360.
c) Support outside business hours may be available for urgent matters but is not guaranteed.
4.15 Service Exclusions
a) Services outside the scope of the latest Agreement are not provided unless otherwise stated.
b) 360 Dental is not liable for data loss or corruption caused by external factors beyond its control.
c) Diagnosis or fixes outside the current Agreement are not the responsibility of 360 Dental.
d) 360 Dental is not liable for damage arising from Force Majeure events.
5. Fee Payment
a) Monthly marketing and ongoing service fees are payable in advance as per the latest Agreement and are non-refundable.
b) All fees are payable in Australian Dollars (AUD), unless otherwise agreed in writing.
c) 360 Dental may adjust fees with prior notice.
d) For technology projects (e.g. websites, apps and CRM), fees are payable in instalments as outlined in the Agreement. Work commences after receipt of the first instalment.
e) Invoices must be paid by the due date. Our overdue payment process is:
Day 0: Invoice due
Day 1: Friendly payment reminder
Day 3: Final payment reminder and notice that ongoing services may be paused
Day 5: 360 Dental reserves the right to suspend ongoing services until the outstanding balance is paid
f) If a scheduled or recurring card payment fails, the first failed-payment fee will be waived. Subsequent failed payment attempts may incur a $25 administration fee per failed payment.
g) Suspension of services due to non-payment does not cancel the Agreement or remove the Client’s obligation to pay outstanding fees.
h) Accounts overdue by 90 days may result in termination of the Agreement and deletion of intellectual property owned by 360 Dental, subject to applicable law.
i) Accounts overdue by 15 days may result in service suspension; overdue by 90 days may lead to contract termination and deletion of intellectual property owned by 360 Dental.
6. No Guarantees
a) 360 Dental offers no guarantees regarding advertising placements or results unless explicitly stated.
b) If specific results are guaranteed and not met, 360 Dental will perform agreed alternative actions.
c) Guarantees are void if delays arise from the Client, third parties, or Force Majeure.
d) Guarantees are void if the Client disregards 360 Dental’s advice or third-party platform rules.
e) Guarantees are void if unauthorised third-party changes occur without 360 Dental’s consent.
7. Confidentiality
Each party shall:
a) Maintain confidentiality of the other’s information.
b) Not disclose or use confidential information without prior written consent, except as required by law.
c) Use confidential information only to fulfil obligations under this Agreement.
d) Refrain from copying, transmitting, or removing confidential information improperly.
8. Termination
8.1 Termination on Notice
a) Either party may terminate by providing the notice period specified per service.
b) Cancellation fees may apply if terminated within a minimum term.
8.2 Termination by Default
360 Dental may terminate immediately if the Client:
a) Commits a serious breach, including offensive conduct toward 360 Dental.
b) Has unpaid dues over 90 days.
c) Fails to remedy breaches within 30 days of notice.
d) Becomes insolvent or enters liquidation.
8.3 Effects of Termination
a) Client remains liable for fees for services performed.
b) Other contracts remain unaffected unless notified otherwise.
c) Work handover occurs only after full payment.
9. Privacy
a) The Client agrees to comply with the Privacy Act in dealings with 360 Dental.
b) The Client indemnifies 360 Dental against losses arising from their breach of this Agreement.
c) The Client confirms having read 360 Dental’s Privacy Policy at www.360dentalmarketing.com.au/privacy-policy .
d) 360 Dental may process Client data to:
i) Provide services,
ii) Ensure security,
iii) Comply with legal requirements.
e) The Client agrees to sign a Non-Disclosure Agreement if required.
10. Partner Referral Agreements
a) Referral information such as email, name, and services provided may be shared with third-party referrers for reporting.
b) Referral discounts ($500) apply to both Client and referrer for one month only, after which normal fees apply.
11. Use of 360 Dental’s Trademarks and Copyrights
a)Use is prohibited without written consent.
b) Consent requires attribution to 360 Dental.
c) Use is forbidden:
d) As part of Client’s own marks,
e) With unrelated products/services,
e) In misleading or deceptive ways,
f) To mock 360 Dental.
g) Breach may lead to infringement action without further notice.
12. Data and Service Collateral Ownership
a) Each party grants a limited licence of its intellectual property for service performance only.
b) All intellectual property in service collateral belongs to 360 Dental; the Client receives a non-exclusive, royalty-free licence for internal use after payment.
c) The Client must not copy, export, or misuse these materials beyond the Agreement.
d) The Client shall not reverse engineer or allow third parties to do so.
e) The Client indemnifies 360 Dental against losses from breach of these obligations.
f) The Client waives claims against 360 Dental for data loss due to security breaches or other causes.
13. Dispute Resolution
a) Parties must act in good faith to resolve disputes.
b) Initial disputes to be referred to nominated representatives; unresolved matters escalate to Directors/CEOs.
c) If unresolved after 60 days, parties will appoint a mediator.
