Terms & Conditions

GENERAL TERMS & CONDITIONS

ONSITE REQUIREMENTS

• The supply of power to illuminated decorations is the responsibility of the client. Chas Clarkson will provide detail of the power requirements of decorations after the signed agreement has been
• The installation and servicing of fixing points required to suspend and affix decorations is the responsibility of the client. Chas Clarkson will provide specifications of decorations, including weights, suspension methods and required locations for fixing points after the signed agreement has been received. It is the responsibility of the client to install and certify fixing points suitable for the location and the decorations to be supplied.
• Certification of winches for the suspension of decorations is the responsibility of the client and must be conducted annually, with certificates provided to Chas Clarkson prior to decoration installation.
• Chas Clarkson strongly recommends the client engage a qualified contractor to perform annual testing and certification of all other fixing points used for suspending decorations. This ensures that the fixing points are suitable and safe, in accordance with the weight loadings of the decorations. If the client chooses not to conduct certification, or chooses an alternative inspection method, the client assumes all risks associated with the potential failure of fixing points whilst decorations are installed.

STORAGE

• Storage of decorations is the responsibility of the client, unless otherwise indicated.
• When products have been purchased by the client and are stored by Chas Clarkson, insurance for any loss or damage to the products whilst in storage or in transit is the responsibility of the client.
• Storage fees are calculated on the estimated volume of products on the date of agreement. If the volume of products changes from the date of agreement, storage fees will change.
• Chas Clarkson storage locations are as follows: Sydney – 87 Allingham St, Condell Park NSW 2200 Melbourne: Unit 3, 56 Barclay Road, Derrimut VIC 3026 Brisbane: Unit 3/15 Administration Road Murarrie QLD 4172

INSTALLATION, DISMANTLE & MAINTENANCE

• Chas Clarkson endeavours to adhere to the agreed installation & dismantle dates, however they are subject to change.
• The client is responsible for ensuring that major works and/or cleaning projects are not scheduled at the same time as installation & dismantle. Additional installation charges may be incurred if our Install & Dismantle Team experiences delays due to circumstances beyond their control, e.g. being refused access to premises, not being able to access all areas due to other contractors working on site, closure of areas due to unplanned events, etc. Charges may include additional labour and equipment hire costs.
• If install/dismantle works cannot proceed due to weather conditions falling outside safe work requirements, additional call-back charges will apply.
• If existing decorations require repair or replacement, every effort will be made to complete this work prior to installation, with associated costs advised. If urgent repairs or replacements are required on the night of installation, this work will be completed, and additional costs advised to the client as soon as practicable after installation.
• If existing lights have expired at the time of installation, new lights will be utilised to replace expired lights, to maintain an appropriate level of presentation. Additional costs will be advised to the client as soon as practicable after installation.
• Additional call-back charges will apply in the event of decorations requiring replacement or maintenance between installation & dismantle, outside of warranty periods. Estimated costs will be advised to the client prior to call-backs and confirmed after work is completed.
• Additional call-back charges will apply in the event of decorations requiring replacement or maintenance due to circumstances beyond our control, eg: vandalism, adverse weather or failed infrastructure. Estimated costs will be advised to the client prior to call-backs and confirmed after work is completed.
• Call-back charges will consist of a minimum 4-hour labour charge, transport and any equipment required.
• Chas Clarkson accepts no responsibility for the performance of decorations installed by, but not supplied by them, nor any liability as a result of their failure.

GENERAL CONDITIONS

• If an unforeseen National or Global event occurs, Chas Clarkson reserves the right to review our pricing.
• During the proposal process, artist impressions of the decoration concepts may be provided to the client. In the production process, colours, sizes and finishes of finished products may differ from the artist impressions.
• If, after the proposal has been approved, designs, specifications or the scope are altered by the client or a third party, additional charges may apply. Installation, Dismantle & Transport costs may change in line with alterations to the scope. Chas Clarkson will inform the client of additional charges via a revised proposal.
• Chas Clarkson will provide one (1) initial concept design with one (1) further creative revision, unless otherwise indicated. If further revisions or a total concept change is required, additional charges may apply. Please refer to Chas Clarkson’s Schedule of Rates for hourly rates for additional Creative and associated resources.
• Chas Clarkson maintains the rights to all intellectual property for the concept proposed. The client shall not allow any third party to use any of the information contained in this proposal without prior written consent of Chas Clarkson.
• When decorations are delivered direct to the client prior to installation, it is the client’s responsibility to unload the transport vehicles and ensure the correct quantity of items is received. If a discrepancy exists, please notify Chas Clarkson within 24 hours.
• The pricing provided for Years Two & Three in 3-Year Agreements are based on the scope of works in Year One. If there are changes to the scope in future years, pricing will change accordingly.

TERMS & CONDITIONS FOR ONLINE STORE ORDERS

PROVISION OF GOODS

• Chas Clarkson warrants that the Goods will be supplied using reasonable care and skill.
• Chas Clarkson does not warrant that the Goods supplied are error-free, accurate or complete.
• Chas Clarkson reserves the right to make product description, image and price changes as necessary.

LIMITATION OF LIABILITY

• We accept no responsibility if products are modified in any manner from the condition that they were supplied.
• The Customer shall bear the risk of any and all direct and indirect damage that may be caused to the goods, immediately after the goods are considered as delivered.

FORCE MAJEURE

• Chas Clarkson will not be responsible for any circumstance beyond our control, whether or not foreseeable at the time of conclusion of the agreement including Act of God, accident, Industrial strike, flood, fire, power failure, breakdown of plant or machinery, delay in transit, postal delay, or any other unexpected or exceptional cause or circumstance.

CONFIDENTIALITY

• Both parties shall maintain strict confidence and shall not disclose to any third party any information or material relating to the other or the other’s business which comes into that party’s possession and shall not use such information and material without written permission by the other party. This provision shall not, however, apply to information or material which is, or becomes, public knowledge by means other than by breach by a party to this clause.

DELIVERY 

• We aim to dispatch all orders within 4 working days.

RISK OF LOSS OR DAMAGE   

• Chas Clarkson will take all reasonable steps to ensure the protection from loss, damage or destruction of the services or materials it supplies to the Customer (or which may be received from the Customer).

USAGE OF PRODUCTS SOLD

• It is imperative that all products purchased from Chas Clarkson are only used in the manner that they are intended to be used when sold.
• The majority of products are intended to be used as decorative products only.
• Products purchased from us must not be modified or adapted in any way. We accept no responsibility if products are modified in any manner from the condition that they were supplied.

REFUNDS & RETURNS  

• Custom ordered products are not returnable.
• For return of standard stock product, prior approval must be obtained from Chas Clarkson.
• Return authorisations must be obtained within 10 days of receipt of goods.
• We do not refund for change of mind purchases.
• Incorrect orders in error supplied by Chas Clarkson will be replaced only upon receipt of returned incorrect goods.
• In the event of incorrect goods supplied by us to you and goods are returned in accordance with the returns guidelines set out above and the correct goods that you ordered are no longer available, we will issue you with a credit note or refund. It is essential that all goods returned to us as an authorised return are in exactly the same condition that they were sent to you. This includes the original packaging of the product.

CLAIMS

• Please inspect cartons before signing a delivery receipt or bill of lading. In the event of damage, please note the bill of lading and notify Chas Clarkson immediately.
• Items that have been used or damaged whilst being used in an unreasonable way may not qualify for exchange or refund.
• We will only accept returns that have been authorised by Chas Clarkson in advance and are accompanied by your original transaction receipt.
• Claims arising from loss or damage in transit must be made in writing within 7 days of date on invoice.
• In the event of the wrong product supplied by Chas Clarkson to you or product damaged in transit to you, you must contact us within 48 hours of your delivery time that you wish to return a product you have purchased.
• In the event of faulty products, you must contact us within 14 days of your delivery date. It is essential that as soon as you become aware that a product is faulty that you cease using it immediately and contact us.
• In the event of a product being damaged in transit to you, you must contact us within 48 hours of your delivery date that you wish to return a product you have purchased.
• 3^rd Party Freight:  If the Customer is to choose their own freight provider, Chas Clarkson accepts no responsibility for loss or damage to the cargo. The cost of replacement or repair of the goods will not be covered by Chas Clarkson. A minimum of 48 hours is required to obtain freight dimensions and weight when using your own freight provider.

GENERAL PRODUCT WARRANTY

• Foliage Internal: 5 Christmas seasons
• Foliage External: 1 Christmas season
• Decorative Trim Internal (baubles, finials, etc): 5 Christmas seasons
• Decorative Trim External (baubles, finials, etc): 1 Christmas season
• Decorative Lighting: 3 Christmas seasons
• External Decoration (standalone pieces): 1 Christmas season
• Santa Experience components (eg: backdrops, props): 3 Christmas seasons
• Structural components (eg: tree frames): 3 Christmas seasons

• Product warranty does not cover normal wear and tear, or damage caused by the public. Product warranty will cover against defective workmanship and materials.
• Decorations may require maintenance over the term of the campaign to ensure they continue to function as intended. This maintenance work is not covered by warranty. Where possible, maintenance estimates will be supplied for the proposed concept at the time of purchase to assist with budgeting.
• Product Warranty will be void if Chas Clarkson does not conduct the installation & dismantling process.
• If a product malfunctions whilst under warranty, Chas Clarkson will replace the item at no cost to the client (refer to below conditions)
• Season One – Labour and equipment rental charges to replace the product will be the responsibility of Chas Clarkson.
• Season Two and subsequent seasons – Labour and equipment rental charges to replace the product will be an additional cost to the client.

TERMS & CONDITIONS FOR CREATIVE SERVICES

In consideration of, amongst other things, the parties by signing the Creative Services Agreement, agree these terms and conditions which are incorporated and form part of the Creative Services Agreement, and are bound as follows:

1. 1. SERVICES
      • Services will be provided as per the Creative Services Agreement as per the Design Scope.
      • The Services are for the Client only and not for re sale, supply or to be shared with any third party.

1. CONFIDENTIALITY AND INTELLECTUAL PROPERTY
   • 1. The Client must ensure that the Confidential Information is:

• not disclosed to or used by any third party without the Chas Clarkson’s written consent;
• only used for the purpose of the Client’s business and the performance of the Services;
  • 2. All Confidential Information remains the exclusive property of the Chas Clarkson and no rights in respect of Confidential Information are granted or conveyed to the Client.
  • 3. Chas Clarkson is the owner of all IP including all moral rights arising as part of the Services and under this Agreement and retains ownership at all times.
  • 4. Any IP created by the Client as part of the Services including if it forms part of the IP, at any time past and present remains the sole property of Chas Clarkson.
  • 5. The Client acknowledges that if the Client breaches this clause, then Chas Clarkson may seek injunctive relief at the Client’s cost in respect of the breach.
  • 6. Chas Clarkson, for the Fees fully paid, provides a revokable, royalty free, limited use including for the Client’s business operations and at their premises only, license to use Chas Clarkson IP.

3. 3. FEE
      • 1. In consideration of the provision of the Services, the Client must pay Chas Clarkson the Fees as described in the Cost Summary in the Creative Services Agreement.
      • 2. The Fees paid to the Chas Clarkson are to be without set off or delay. Time is of the essence.

3. 3. INVOICES
      • Chas Clarkson will submit their invoice and the Client agrees to pay the invoice no later than thirty (30) days from the date of the invoice including any GST as required.

3. TERMINATION OF AGREEMENT
   • 1. The Chas Clarkson may by notice in writing to the Client terminate this Agreement without cause.
   • 2. The Client may terminate the Agreement following written notice of thirty (30) days written notice for a material breach by the Chas Clarkson which after thirty (30) days to remediate, the Chas Clarkson has failed to remediate.
   • 3. In the event that the Client terminates this Agreement it is agreed that no refund is payable by Chas Clarkson as the paid amount represents the true and accurate cost of services and consideration for the right of termination.

10.4           Termination of this Agreement by the Chas Clarkson will not release the Client from liability in respect of any breach or non-performance of any obligation under this Agreement.

10.5           Upon termination the Chas Clarkson will be entitled to collect all Chas Clarkson Property including being reimbursed for of the costs of Chas Clarkson Property that is not returned in good working order (subject to fair wear and tear) immediately upon termination of this Agreement, or as otherwise agreed between the parties.

6. 6. NON- SOLICITATION AND POST-TERMINATION RESTRAINT
      • 1. Client agrees not to solicit, attempt to solicit, entice or encourage any employee of the Client or the Chas Clarkson to leave their employment with the Chas Clarkson for the duration of this Agreement and for the duration of the Restraint Period after this Agreement ends.
      • 2. Client acknowledges that each of the above restrictions are reasonable and necessary to protect the Chas Clarkson’s legitimate interest.
      • 3. The Client its agents, employees or suppliers either directly or indirectly warrants it will not make disparaging remarks about the Chas Clarkson’s its people or its operations including on social media such as Facebook, LinkedIn, snapchat, or other media form.

6. WARRANTIES AND INDEMNITIES
   • 1. The Client warrants that the services provided are only for their benefit and no conflict of interest exists, including providing material to Chas Clarkson’s competition, which may prejudice the performance under this Agreement and agrees to declare any conflict should it arise in the future.
   • 2. Any error, variation, changes, suspension, or failure, to provide material, instruction, design or component, of part or all of the material forming part of the Services is at the Clinet’s cost and no liability arises for Chas Clarkson
   • 3. Where the Clients employee, representative or agent signs this document on behalf of the Client warrants they have the capacity and authority to bind the Client under these Terms.
   • 4. Where the Client is to provide material including Confidential Information as part of the Services, the Client warrants the material is free from defects, viruses is accurate, lawful and reliable and they have the lawful right to deal with the material or Confidential Information including any IP rights.
   • 5. No liability arises to Chas Clarkson for indirect, economic, consequential, or other liability arising from whatever cause including contract, statute or tort including negligence.
   • 6. The Client will indemnify Chas Clarkson against any Claim arising from an act or omission including for a breach of an obligations under this Agreement.
   • 7. No liability arises for failure to perform from a significant force majeure event which is unable to be remediated within 21 days resulting from flooding, fire, earthquake, riot, explosion strikes.

8. Governing Law

This Agreement is governed by the law of New South Wales, Australia.  The parties submit to the non-exclusive jurisdiction of the Courts of the jurisdiction of New South Wales, Australia and any court hearing appeals from those courts.

9. Conflicting Provisions

If there is any conflict between the main body of this Agreement and the Creative Services Agreement then the provisions of the main body of this Agreement prevail.

10. Entire Agreement

This Agreement contains the entire understanding between the parties concerning the subject matter of the Agreement and supersedes all prior communications between the parties.

11. No Waiver

A failure, delay, relation or indulgence by a party in exercise any power or right conferred on the party by this Agreement does not operate as a waiver of the power or right.

12. Severability

In any other case the offending provision must be severed from this Agreement and the remaining provisions will operate as if the severed provision had not been included.

13. VARIATION

This Agreement is issued without alteration, deletion or erasure. By signing this Agreement the Client acknowledges any variation or amendment must be made in writing and signed by both parties to this Agreement.

20. DEFINITIONS

Agreement means this document and the Creative Services Agreement operating together and any other schedules and annexures as agreed between the parties in writing.

Claims means all or any demands, debts, accounts, actions, expenses, costs, liens, liabilities and legal proceedings.

Client means the party to whom the Services are to be provided to and party to this Agreement.

Chas Clarkson Property means all items owned, or subject to license or the right, including a proprietary right, to use consume or deal with, by the Chas Clarkson including equipment, products, lights, electronics, framework, stands, cabling, decorations, keys, documents, Intellectual Property, moral rights, choses in action, fittings and fixtures, furniture, vehicles or other items in possession including under constructive possession that belongs to the Chas Clarkson.

Confidential Information means all the information or material including pictures, photos, diagrams, illustrations, advice or instructions, trade secrets, Intellectual Property, designs, plans, Services, marketing and business plans, Chas Clarkson’s installation and operational techniques and practices in this agreement and transactions of the Chas Clarkson or its customers, and any materials provided to the Client by the Chas Clarkson.

Fee means the amount payable with respect to the Services set out in the Creative Services Agreement as per the Cost Summary.

GST means goods and services tax imposed in relation to a supply of any goods, property, services as part of the business operations with both parties holding a valid ABN.

Intellectual Property or IP means all present and future copyright, registered and unregistered trademarks, patents, designs or rights and any other intellectual or industrial property rights, discoveries, inventions, plans, pictures, drawings, designs or work arising as part of the Services, decorations, lighting displays layouts, instructions, secret processes, or improvements in procedure of any kind whether arising from statute, under common law or in equity including all moral rights.

Restraint Period means 24 months.

Services means the services described will be provided as per the Creative Services Agreement as per the Design Scope.