Site & Service Terms

About Shout Productions

We are Shout Productions, we conjure corporate experiences that are bespoke, immersive and evocative, through collaboration, having full transparency with Clients and bringing the power of play into each of their event productions.

This document sets out how we deliver our Site and Services to you (Terms).

We are looking forward to working with you

Shout, we, or us means Shout Productions ABN 22 865 609 885
You, or your means the people or businesses who buy Services from us (Clients) and Visitors to our Site.

About these Terms

1. These Terms are our house rules

How we deliver our Site and Services to you.

These Terms are our ‘party rules’. They apply to everyone who uses our Sites or buys our Services, so we’ve tried to make them easy to understand and fair.

If you don’t agree to our Terms, that’s okay, but you must stop accessing and using our Sites and Services.
By visiting our Sites, you agree to these Terms, as well as our Privacy Policy.

2. How these Terms create an agreement with you

Our agreement with you is made up of different parts

Our agreement with you is set out in:

Service specific terms (set out in an agreed Proposal with you or on our Site),
these Site and Service Terms, and
our Privacy Policy and other policies available from our Site.

Together, these make up our agreement with you about how we will work together (Agreement).

If the different parts of this Agreement conflict with each other, the document listed higher in the above list takes priority to the extent of any conflict.
By visiting our Sites, you agree to these Terms, as well as our Privacy Policy.

3. Scope of Services

What’s included with our Services?

We use reasonable care and skill to provide you the Services outlined in the agreed Proposal.

4. Client Responsibilities

Together, we create great events! As well as the responsibilities in the Proposal and these Terms, you are also responsible for:

The accuracy, completeness and appropriateness of information you give us.
All property damage, personal injury, or death caused by you or your agents, employees or attendees.
All personal items of any attendees. We’re not liable for missing or lost items.

Fees and payments

5. Paying for Services

Prices on our Site

Prices we display on our Sites are in Australian currency and include GST (if it applies).

We might update our prices from time to time.

About our Fees

Our invoices may include upfront Fees in advance as well as Fees for other Services already delivered (such as Supplier Management Services).
Our Fees for your Project are based on the Proposal and information you provide us.

- If you need extra Services or Out of Scope work on top of the inclusions in your Proposal, we’ll let you know the price and send you an invoice you’ll need to pay before we start that work.

For example, if you originally didn’t need help managing suppliers such as a catering but then you later ask for Supplier Management Services, we will give you an approximate quote to consider and update this Proposal before we start completing that Service for you.

You must pay our invoices on time

You must pay for Services in the amount and frequency set out in your agreed Proposal.

We generally ask for payments upfront to secure our Services for your Project.
We may offer options for paying Fees by instalments, see your Proposal for details.
We send you invoices which you must pay by the due date.

Late payments

If you miss a payment date, we first send you a reminder. If you fail to pay after we send a reminder, we may:

Charge you a reasonable fee to cover administrative and operational costs of your late payment,
Remove or reduce any discounts we previously applied to your Fees, and or
Suspend working on your Project and withhold access to deliverables until you do pay.

We develop a payment schedule to match the timeline for your Project

Our standard approach to payment milestones involves developing separate milestone payments

For smaller Projects, we may have three Milestones for the majority of the Fees to be paid upfront and a follow up fourth milestone for any extra Fees or other costs.
If a Project has a short lead team, we may request payment of multiple Milestones within 7 days of signing in order to confirm our Services for your Project and re-prioritise our resources.

- This amount is not refundable due to the required effort and Services to prioritise your Project and extra resources we will apply to help your Project that we can’t then re-deploy elsewhere.

Fees paid in Milestones

We create a package of Services for you to help create a wonderful Project.

For ease of payment, we may allow payment of our Fees by instalments.
In some cases, you pay for Fees for our Services in advance and in other circumstances, such as Supplier Management Fees, you pay in arrears.

Supplier Management Service to coordinate suppliers

If you engage our Services and Supplier Management Services to buy or organise goods and services on your behalf for your Project, will invoice you directly for our management of this process, and arrange the 3^rd party supplier to invoice you directly.
Our Fees for Supplier Management Service is set out in an agreed Proposal, assessed and based on the number of hours each activity requires. Noting the size of an event does not necessarily change the process of quality control.
We may also pass on some expenses to you, which we will invoice you for. We’ll let you know what the expenses will be before we incur them.

For example, reasonable travel expenses if you ask us to attend an event in a remote location outside of the Proposal inclusions.

6. Risk and title

Risk and title in goods used for the Project

Title in any goods purchased for this Project by us transfers to you after you have paid our full Fees and any other supplementary costs in line with the agreed Proposal and these Terms.
Title (or ownership) in goods you hire from us or others never passes to you.
Risk and responsibility in any goods purchased or hired for this Project transfers to you after those goods leave our (or a third party suppliers’) premises for delivery to your nominated delivery address.

Project delivery

7. Working with third party suppliers

You are responsible for third party suppliers

It takes a village to create a fantastic event and we rely on your ideas as well as the cooperation and skills of other third party suppliers.

You can ask us to scout or book particular suppliers for your Project and we may agree to this in our Proposal with you.
If we engage third party suppliers for your project, we do it as your authorised agent, we do not engage them as our subcontractors.
The ultimate responsibility for selecting various third party suppliers is your responsibility.

Third party suppliers may have their own particular set of service terms

Third party suppliers have their own set of terms which may apply in relation to the goods and services which you buy from them for your Project.
During the three (3) quote process, if we are made aware of any cancellation and refund terms by the third party suppliers, we will pass these details onto you as part of your selection process.

For example, the venue supplier might have rules around not bringing alcoholic beverages to their venue and you agree to comply with such requirements.

8. Insurance

You are responsible for your own Event

Whilst we help you organise your Project, the Event and the Project are ultimately your responsibility.
Any insurance specific to your Project or Event is your responsibility and you’ll need to make sure you have the correct insurance in place
We have adequate insurance for our own activities and business practices. We can provide a certificate of insurance upon request.
We advise you to take out separate insurance for your Project and the Event.

9. Service Hours

Even social butterflies like us need to rest their wings!

We build our work plan on your Project around a defined schedule and so we have specific Service Hours agreed with you in a Proposal.
Work required urgently or Projects with Event Dates outside these standard hours attracts a premium rate to reflect the greater cost and urgency needed.
We’ll let you know the rate before agreeing to complete the work.

Making changes to Projects

10. Making changes to your Project

Our approach to Project Changes

As requirements for Events change, we understand there you may need to make changes to Projects.
Whilst all Projects can have their own particular set of quirks, here is how we approach Project changes.

Can you cancel or re-schedule a Project?

We know sometimes things happen which mean you might need to change a Project.

If you need to change a Project, please let us know as soon as you can. This gives us the greatest opportunity to minimise both your and our cost impacts.
It is your responsibility to make sure you promptly notify us via email about any changes for the Project.
We charge a reasonable Rescheduling Fee to update your Project. We’ll let you know the costs before you agree to the Rescheduling, but below are some examples to use as a guide.

- Minor changes: 5 – 15% of total Project Fees
- Major changes: 20 – 30% of total Project Fees

A minor Project change could be a change of venue with more than 6 weeks notice, a change to the menu with 4 weeks notice, change to the number of attendees with 6 weeks notice

A major Project change could be postponing an event indefinitely with 2 weeks notice.

Note that such short lead time changes, may mean loss of payments to suppliers already paid by you.

What about government required impacts?

We treat government required impacts as we would other kinds of impacts such as bad weather or extreme heat.

We always aim to balance work we’ve completed and the Rescheduling Services needed with any health-related requirements to reschedule a Project.

Other suppliers approach Project changes differently

Despite this agreement we have with you, other third party suppliers might have their own approach to Project changes, which we have no control over.

For example, if you order catering for 200 people, but ultimately restrictions mean only 150 people are permitted, then unless the changes are made within the caterer’s required notice period, it is likely you will need to pay for the full 200 person catering.

Cancelling a Project

Because of the work we put into your Project and the other costs we’ve incurred in good faith, it is unlikely you will receive a full refund unless we have completely underdelivered on what we said we would deliver in the agreed Proposal.
We may charge a reasonable cancellation Fee and / or keep Milestone payments we’ve received already for work we have completed for your Project.

Results, expectations, and liability

11. Results and expectations

Your results depend on many different factors

We cannot and do not guarantee particular business or other outcomes for buying our Services. Outcomes depend on many different factors including:

current market factors, restrictions for events and projects similar to yours
resources, systems, and team members you have available to create assets implement recommendations,
your ability and willingness to follow and implement our recommendations,
accuracy and completeness of information you provide us,
Industry impacts still felt from COVID impacting supplier capacity to deliver to expectations, and
Event and industry trends, weather and other factors.

12. We use reasonable care + skill

We use reasonable care and skill to deliver Services to you, however you agree that:

- We cannot and do not promise our Services or Content will be continuously available or fault free;
- If things outside our reasonable control impact on our ability to supply the Service, you agree we are not responsible for impacts on you as a result; and
- We supply our Services and related content in good faith, based on information you provide us, and you are responsible for your use of our Services.

For example, if your team don’t complete tasks assigned on time or misinterpret our advice so you fail to apply for a required council licence to run your Project, we’re not responsible for that outcome.

- You understand that changes in your region, industry, target market, and other factors might mean our Services or recommendations are no longer accurate or as impactful as intended, despite our best efforts.

13. Delay

Things outside our reasonable control

Neither you or we are liable to the other for a delay or failure to perform obligations in this Agreement caused by circumstances outside of reasonable control, other than the payment of money.
If we become aware of anything likely to result in a material delay in or failure to perform any Services, we will let you know promptly.

14. Limitations and exclusion of Liability

We both exclude special kinds of loss

To the extent allowed by law, both parties exclude all liability for claims by the other or a third party for all forms of loss or damage, including loss or inaccuracy of data or loss of business profits or revenue.

We limit our liability to you

Nothing in these Terms restricts consumer laws that may apply to your purchase of our Services.

Unless we cause loss with our negligence or wilful misconduct or we infringe on a third party’s intellectual property rights, we are not responsible for any loss caused by your use of our Services (or any inability to use a Service).
Where we cannot exclude our liability, our total liability to you is limited as follows:

- if the breach relates to goods, we’ll replace or repair the goods; or
- if the breach relates to services, we’ll re-supply the services or the pay costs of re-supplying the services.

15. Paying for losses

Paying us if you cause us loss

To the extent allowed by law, you must pay us for costs we incur caused or contributed to by:

inaccurate or misleading info you give us,
your breach of applicable laws or regulations, or
your use or misuse of Services or our Content.

For example, if you give us details to brief to a graphic designer, and you get details incorrect, we’re not required to double check your information and we’re not responsible for the outcomes, such as incorrect Event collateral or the need to correct and re-print collateral.

Resolving issues

16. Let us know if you have an issue

We always want happy Clients, so if you have any issues, please let us know so we can help resolve them.

We’ll work together to fix disputes

If a dispute crops up, we both agree to act reasonably to resolve it.
If you have an issue with our Services, you’ll need to work with us so we can help resolve that issue.

- Contact us via email and include relevant information so we can help resolve your issue.
- We confirm we received your complaint within 5 business days and work to investigate and resolve your complaint within 14 days.
- If we can’t resolve your issue after this, we will be in touch to set out some proposed next steps.

17. Termination + suspension

We might suspend or end this Agreement

We try to discuss and resolve issues with you first, but may suspend or terminate a Service at once if:

- You do not pay us undisputed Fees after we have given you reasonable notice to pay; or
- You’re in breach of this Agreement and either you can’t fix that breach, or you don’t fix the breach after we give you a reasonable time to fix the breach; or
- You fail to give us instructions or complete your obligations within a reasonable time; or
- We reasonably consider mutual trust and confidence no longer exist in our relationship with you, or your behaviour is likely to damage our reputation.

When can we suspend or end this Agreement?

Either Client or SHOUT can end this Agreement on 30 days written notice to the other.

Unless we are in breach of this agreement, we may charge a reasonable cancellation fee if you end the Agreement during a Project.

See the Making changes to Projects section for more details.

18. Actions after termination or suspension

If we end or suspend a Project because of your behaviour or breach of the Terms:

You must pay for all Services we’ve completed up until the Agreement ends.
You are generally not entitled to a refund for the Fees. We may decide to refund a portion of Fees already paid, less reasonable costs we incurred for Services delivered and / or administrative costs; and
You are no longer allowed to use our Content included with our Services.

Intellectual Property and Information

19. Right to use materials

No changes to pre-existing Intellectual Property

Both of us acknowledge that any pre-existing IP rights remain the property of the owner and remain unchanged by this agreement, unless expressly set out in a Proposal.

We both must have rights to use material we share

Both of us promise to each other that we either own or have appropriate permission to use all elements of text, images or other artwork we provide to the other for the purposes of the Project.
Unless caused or contributed to by the negligence or wilful misconduct or breach of this agreement by the other party, we both agree to pay for costs suffered by the other from a third party claim of IP Rights infringement arising out of the use of the others’ materials in accordance with this agreement.

Promotion and using your IP

We will not use your Intellectual Property for any purpose other than delivering the Services or promoting our Services as set out in the Proposal and these Terms.
You grant us a worldwide, non-exclusive, royalty-free, non-transferable licence to use your business or trading name, logo and other IP and brand assets in connection with the Project and to promote and manage your Event.
Before we print, publish, or display promotional materials in relation to the Project, we will get your approval.

20. Ownership of Intellectual Property (IP)

Your obligations when using our Content

As part of the Services we supply, we may include access to some of our own Content.

We own (or license) all Intellectual Property rights in our Content.
We grant you a limited worldwide, non-exclusive, royalty-free license to make use of our Intellectual Property within our Content to the extent needed for you to use a Service you buy from us.

Project deliverables are only for you

Unless we give you permission in the Proposal:

- you must not copy or create derivative, imitative works of our Content or sell or claim you own our Content
- SHOUT keeps all ownership in Content and underlying templates and frameworks used to create deliverables.

For example, if we collaborate with you to develop an event format and agenda, you can then re-use the event format and agenda document under the broad licence (after you pay us!) and we retain ownership in the frameworks used to develop the format. You cannot re-sell the format and agenda or claim you created them.

We don’t guarantee a specific type of Content will be available for a set length of time and some Content is only available on a limited or single-use basis.
As well as taking you off our VIP list, if you misuse our Content, we may take action to protect our rights without further notice to you.
If you want to use Content outside the Proposal, let’s organise a chat!

21. Testimonials + content you give to us

We can use public feedback to promote our business

If you give feedback in a public forum, you give us permission to use that content and related personal information publicly.

For example, we may take a screenshot of a positive Google review or Instagram story and use that material to promote SHOUT.

If you send private feedback, you give us permission to use that content anonymously on our Sites. We won’t attach private feedback to you by name without getting your permission first.
If you give permission and later change your mind, let us know and we’ll make reasonable efforts to remove.

We may take photos and videos at Events

We like to capture the magic of our Projects and Events to both promote our fantastic clients and to showcase all the fun people have thanks to our Services!
Provided we don’t spoil a surprise party or otherwise share confidential information, you agree that we may take photographs and film before, during, and after a Project.

- You agree to include a notification and release from Event attendees confirming that they may be photographed or filmed at the Event, and we may use such photos and video for promotional purposes.
- See our Privacy Policy for more details on how we manage personal information.

22. Protecting personal information

We handle information you give us in line with our Privacy Policy, available at our Site.

When you work with us, you consent to our collection and use of personal information in line with these Terms and our other policies, including for marketing purposes (which you can opt out of at any time).
When you share information with us, you promise to us that:

- Wherever possible, you will de-identify and / or anonymise data; and
- You have consent from the relevant individual to share their personal information.

23. Protecting Confidential Information

We both agree Confidential Information is commercially sensitive and valuable, so that unauthorised disclosure or use of the other’s Confidential Information could cause significant damage.

Confidential Information can only be used for the purposes set out in these Terms (i.e. the purpose of delivering the Services in the Service Scope).
Neither of us can use or disclose the other’s Confidential Information for a purpose not allowed under the Terms without express written consent from the other.
Both you and we must maintain strict confidentiality in relation to the confidential information and must not share any aspect of Confidential Information to anyone not employed or engaged in relation to fulfilling its obligations under the Agreement.

Using our Site

24. Security

We have systems & processes to store and manage information, but in general the internet and our Sites may not be 100% secure.

25. Use our Site in line with these Terms

Our Site has materials, information, and Content which we spent time and energy crafting.
We are happy for you to access our Site and Content but only if you use them as set out in these Terms.
We grant you a limited licence to use our Site and Content as set out in these Terms.
Any other uses of our Content are not allowed unless we first give you permission in writing.
See our Intellectual Property section for more details.
Our Sites are not intended for children under the age of 13.

Competitors, thanks for stopping by, but our Content and Site isn’t for you

You must not use our Site and Content in a way that competes with our business or breaches our IP rights.

If you want to collaborate or license our Content for your own use, then let’s have a chat!

We don’t tolerate bad behaviour on our Sites

When you use our Site and Content, you must not do (or try to do) anything unlawful or which we reasonably think is inappropriate or might damage our reputation.
You must not modify our Site, or knowingly send viruses or other disabling features that may damage or interfere with our Site.
Engaging in this kind of bad behaviour may result in us reporting you to relevant authorities and/or removing your access to our Site and Content without notice.

Affiliate links

We have partnerships with some third parties who offer products and services we love. Some of the links on our Site are affiliate links. This means we may earn a small commission if you purchase after clicking on these links. We’ll disclose when something is an affiliate link or paid partnership, so that you can make an informed decision about your purchase.
SHOUT does not retain these commissions, but rather passes these contributions on to our chosen charities.

Closing down our Site or excluding you from our Site

We may, at any time and without notice to you, close our Site or parts of it.
We can exclude anyone from our Site. This will generally be because they engaged in the bad behaviour mentioned above. In other situations, we’ll try to give you reasonable notice of changes to your Site access.
We’re not responsible for any loss or damage you suffer in connection with our decision to exclude you from the Site or close down the Site.

Accessing the Site

We do not promise our Site complies with any laws outside Australia. If you access our Site from outside Australia, you do so at your own risk. You are responsible for following the laws that apply where you access our Site.

General details

26. General agreement details

Changes to these Terms

We can change these Terms from time to time, so check over them when you visit or buy from us to make sure you’re still ok with them.
We do not promise to keep our Site updated, so we are not responsible if our Content or info are inaccurate or out-of-date.

Changes to our products and services

From time to time, we update pricing or descriptions of products and services on our Site.
We might need to refund or cancel your online orders if our Site information or products and services are incorrect.
We try to do this within a reasonable time of realising the error.

Other terms for our Sites

Passwords: If we give you a username and / or password to access Site features or Content, you must keep those details confidential. You are responsible for any unauthorised us or misuse of your passwords and resulting use of the Site and Content.
No waiver of rights: The delay or failure to exercise rights or a partial exercise of rights is not a waiver of those rights.
Invalid terms severed: If a court of law decides one or more parts of these Terms are invalid or unenforceable, those parts are severed from these Terms and other parts remain in full force and effect.
Governing law: The laws of Victoria govern these Terms.
Accessing the Site: We do not promise our Site complies with any laws outside Australia. If you access our Site from outside Australia, you do so at your own risk. You are responsible for following applicable laws where you access our Site.
If you have any questions about working with us or using our Content, please contact us.

27. Dictionary

Capitalised words have the following meanings

Confidential Information includes all material, IP, non-public, business-related information disclosed or made available to the receiving party through any means, relating to a party’s business but excludes information that, without breaching this agreement, is already public or known to the receiving party.
Content means all [check example socials] tools we create, develop, or use to supply you a Service, which might include one or more of the following: access to videos, written information, audio, lessons, digital products, classes, workshops, training plans, feedback, advice, programs, content on our Site, digital products, eBooks, and / or webinars. SHOUT always retains ownership of all our Content.
Fees means the charges you pay to us for the Services we provide, as set out in a Proposal or as otherwise agreed with you.
Intellectual Property (IP) means any and all of the following in any jurisdiction throughout the world: trademarks and service marks, including all applications and registrations, and goodwill connected with the use of them, patents, copyrights, Site, and internet domain names, including all related applications and registrations, trade secrets and confidential know-how, other intellectual property and related proprietary rights, interests, and protections. Our Content forms part of our Intellectual Property.
Meetings means scheduled time we agree with you to spend with you to work on helping your business and providing our Services to you.
Project Period means the set period of time during which we will provide the specific Services in an agreed Proposal.
Proposal means the document we agree with you that outlines the type of Services you buy, the length and type of Project, the included Content, as well as the applicable Fees.
Services means the various event management and supplier wrangling products and services offered by us from time to time, including consulting, reporting, attendee liaison, speaker facilitation, sponsorship discussions, courses, and other related products and services
Site includes our website shoutproductions.com.au, and our presence on third-party applications like Facebook, Instagram, and LinkedIn.

If you have any questions or notices about these Terms or our other policies, please contact us, we are happy to help!

Last updated: January 2023