These Terms and Conditions (“Terms”, “Terms and Conditions”) shall govern all transactions between 3D Walkabout Pty Ltd (“us”, “we”, or “our”) its subsidiaries (e.g. “Fitout Guru”, “Realstudio”), affiliates, brands, and other related companies and all our customers (“Customer”) for all our services and products.
Customer expressly acknowledges and agrees that the Terms & Conditions supersede over any pre-printed terms and conditions on any Customer purchase order or other sales document and are incorporated by reference and deemed an integral part of any Quotation, Order Confirmation or other agreement for Services. Any request and/or receipt of our Services includes Customer’s agreement to be bound by these Terms & Conditions. Any variation or modification to these Terms & Conditions must be in writing.
By using this website you agree to be bound by the terms and conditions set out on this webpage. If you do not accept these terms and conditions, you must refrain from using this website. This website is owned and operated by 3D Walkabout Pty Ltd, ABN 28 633 509 887 (referred to in these terms and conditions as ‘3D Walkabout’, ‘we’, ‘us’, or ‘our’).
Quotations and Specifications
Upon receipt of specifications from the Customer, we shall indicate our ability and agreement to undertake to provide Services through issuance of a Quotation. It is the Customer’s responsibility to confirm that all specifications indicated in a Quotation are complete and accurate in all respects. In the event that any specification is found to be incomplete or inaccurate, we reserve the right to stop work until such time as appropriate and agreeable changes to a Quotation or Order Confirmation are finalized.
The Quotation and Order Confirmation contains the complete and exclusive definition and description of the Services to be provided, price and payment terms. Upon issuance of a Quotation, the Customer shall notify us of its approval and acceptance of the Quotation in writing. No agreement to provide Services is complete until we have issued an Order Confirmation confirming our acceptance of the approved Quotation.
Changes & Revisions
Customer shall have the right to make changes & revisions at the agreed timeline dates as laid out in the Quotation, such as in drawings, designs, specifications, materials, packaging, time and method of delivery. If any such change are outside of the agreed scope of work and cause an increase in the cost of an item or time required for the Services, an equitable adjustment shall be made to the Quotation/Order Confirmation in writing.
Except as otherwise expressly stated, Customer may cancel any Service under a Quotation or Order Confirmation without a cancellation fee or other liability at any time prior to any work or issuance of an Order Confirmation by providing us with written notice of such cancellation by email or by mail. Costs and/or fees for Services where work has begun will be prorated based on the amount of work performed and the costs incurred to the time of cancellation.
Compatibility and Intellectual Property
The Customer shall ensure that all file formats delivered as part of the Services are compatible with Customer’s software and systems. All intellectual property rights in any Original and the specification shall remain the property of and vested in Customer. All intellectual property rights to any Services shall be vested in and be the exclusive property of us with Customer retaining a non-exclusive, perpetual, non-assignable license to the Services, unless otherwise specifically stated in a Quotation or Order Confirmation.
We warrant that the Services and all rights thereto are owned by us and shall not violate any copyright, patent, trademark, trade secret or any other proprietary right of any third party. We represent and warrant that we have and will convey to Customer good title to the Services, free and clear of all liens and encumbrances and that the Services are in compliance with all federal, state, and local laws, rules, and regulations.
Customer’s request for Services and delivery of an Original to us for scanning, copying, and/or reproducing indicates Customer’s representation and warranty that Customer has the full legal right to scan, copy, reproduce and possess the Original.
Customer agrees to indemnify, defend and hold us harmless, its directors, officers, employees and agents, from and against all liability, including a claim of intellectual property infringement based on copyright, trademark, patent and/or trade secret arising out of delivery of an Original to us and/or a request for Services of scanning, copying or reproducing the likeness of any Original.
We warrant that all Services I) shall be performed with commercially reasonable skill and care, and II) the accuracy of all data supplied through the Services shall be within the tolerances specified in the Quotation. We shall not be liable in contract, tort, or otherwise for any modification to the Services made by Customer or any inaccuracy in any Service, including, without limitation, any scanning data, 3D modeling, or CAD data, or inaccurate specification approved by Customer or contamination of an Original. Any Services not in compliance with a Quotation or Order Confirmation shall, at our option, be re-performed or any fees refunded. We specifically disclaim any and all warranties, including any implied warranty of fitness for a particular purpose or merchantability, except as specifically set forth in a Quotation or Order Confirmation.
Limitation of Liability
Except as otherwise expressly stated herein, all conditions, warranties and representations, expressed or implied, by statute or otherwise, in relation to the performance or non-performance of any Services are hereby excluded to the full extent permitted by law.
Unless otherwise agreed in writing, all drawings, illustrations, descriptions, specifications, technical data, advertising and other similar information issued by us or contained in any of our literature, website or other publication is published solely as a means of approximating our Services and shall not form a part of any Quotation or Order Confirmation unless specifically stated therein.
We shall bear no liability, in contract or tort (including negligence or other breach of statutory duty) for any misrepresentation or for any loss or damage, direct or indirect, foreseen, known or advised in advance, including but not limited to loss or damage incurred by Customer as a result of third party claims, loss of actual or anticipated profits, loss of business opportunity, loss of anticipated benefits, loss of goodwill, any indirect, special or consequential loss or damage howsoever caused. Our total liability under or in connection with the performance or non-performance of any Services whether for negligence, breach of contract, negligent or intentional misrepresentation or otherwise, is limited, in respect of each event or series of connected events, to the amount actually paid under any Quotation or Order Confirmation.
WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, WHETHER IN CONTRACT OR TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY) RESULTING FROM ITS PERFORMANCE OR ANY FAILURE TO PERFORM HEREUNDER INCLUDING, BUT NOT LIMITED TO, LOSS OF ANTICIPATED PROFITS OR OPPORTUNITIES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Any action resulting from any claimed breach on the part of us must be commenced within one year of the date the cause of action has accrued.
Performance and Delivery
Unless otherwise agreed by us, all Services shall be performed at our discretion. Customer shall deliver all required and necessary original items (“Original”) to be scanned to complete the Services to our place of business within a reasonable time and not later than otherwise indicated by us.
The Intellectual Property (IP) of all raw files, working files & project files remains with 3D Walkabout Pty Ltd and will NOT be provided as part of the agreed services and products. All files and documents delivered as part of the Quotation are for visual and artistic purposes ONLY and not to be used for actual design and construction. 3D Walkabout Pty Ltd reserves the rights to use all supplied models, film and imagery for it’s own promotion in online videos, print advertisements, social media, and website content.
We agree to exercise all commercially reasonable efforts to perform the Services by the date specified in the Quotation or Order Confirmation. All deadlines indicated are estimates only and we shall bear no liability for any delay in delivering the Services. Customer shall be notified of completion of Services by email or telephone upon completion. Unless otherwise agreed in writing, Customer shall arrange for retrieval of all required or necessary Originals within five (5) business days of notification of completion of Services. We reserve the right to charge a reasonable daily storage fee for any Original not retrieved by Customer within seven (7) days of notification. Originals not retrieved after thirty (30) days may be disposed of at our discretion.
Unless otherwise agreed in writing we shall not be liable for any loss or damage to any Original.
All Services shall be delivered to Customer electronically by email, through our web-based software, or other file transfer protocol, at our sole discretion, unless otherwise indicated in Customer’s specifications. Upon Customer’s advance request, flash drives or other media is available. Cost of media and related tax shall be billed accordingly to Customer’s account.
Full payments for all Services are due at or before the time of delivery. Upon issuance of an Order Confirmation and before start of work, Customer shall pay a (no refundable and non transferable) deposit of 50% of the total Quotation amount. Payments within Australia can be made by bank transfer or credit card (a transaction fee of 3% will be added for card payments and taken via Stripe). Our preffered payment gateway for international payments is https://transferwise.com or by credit card. For international payments ALL bank fees and card transactions fees incurred must be paid by the Customer. Late payments on an agreed Quotation will incur a 10% late fee penalty when the due date is exceeded by 1 month.
Upon completion of the Services, we shall prepare and deliver a limited sample version of all files to Customer for inspection. Upon final payment of any balance due, the fully accessible file shall be delivered to Customer. Any other payment terms and conditions must be specifically agreed to in writing in advance.
We may suspend performance of any Service and/or terminate any Quotation or Order Confirmation forthwith by giving notice to Customer based on I) Customer’s breach of any obligation under these Terms & Conditions, any Quotation or Order Confirmation; II) Customer’s voluntary or involuntary application for bankruptcy or any assignment on behalf of a creditor; III) Customer’s notice of winding up or dissolution; IV) Customer’s ceasing or suspending business or payment of any of debts or failure to pay any debts as they become due. Upon such notice of termination, all amounts due and payable to us shall become immediately due and payable and we shall have no further obligation to perform any Services.
Non-Solicitation; No Hiring
Customer shall not solicit or hire, on behalf of itself or any third party any of our employee, independent contractor, or agent without the specific approval of us, in writing in advance. Customer hereby agrees that in the event any of our employee, independent contractor or agent is hired or employed by Customer, directly or indirectly, we shall act as agent to the transaction and be entitled to 30% of the employee’s, independent contractor’s or agent’s annual salary.
All Quotations, Order Confirmations, Services, estimates, budgets, proprietary software are the exclusive and confidential property and trade secrets of us (“Confidential Information”) and Customer shall maintain the confidentiality of all such Confidential Information from third parties, except as used in procurement of the Services.
Relationship of the Parties
The relationship of us and Customer shall be that of independent contractor and no employment, partnership or joint venture relationship is intended or implied, except as otherwise set forth in a separate written agreement.
Our website may contain links to websites operated by third parties. Those links are provided for convenience and may not remain current or be maintained. Unless expressly stated otherwise, we do not endorse and are not responsible for the content on those linked websites and have no control over or rights in those linked websites.
We may change these terms and conditions at any time by updating this webpage and your continued use of the website following such update will represent an agreement by you to be bound by the terms and conditions as amended.
Your use of the website and these terms and conditions are governed by the laws of Western Australia.