Service Agreement

We provide the services set out in your Proposal (the "Services"). These may include website design and build, Google Business Profile setup and optimisation, local SEO, an ongoing monthly retainer if you choose one, and anything else we agree in writing. The Proposal sets the scope, deliverables and inclusions. Any change to scope must be agreed in writing by both of us. We may use trusted contractors to help deliver the work. We stay responsible for everything they do.

No. You are paying for the work we do, not for a result. We deliver the Services with due care and skill. Search rankings, traffic, enquiries and sales depend on things outside our control, including search engine changes, your competitors and your market. We don't guarantee any particular ranking, traffic level, number of enquiries or revenue. If the results aren't what you hoped for, you can end the retainer under clause 12 and we stop billing. Fees for work already done are not refunded because results fell short.

You can accept by accepting the Proposal online, or by emailing us to say you accept the Proposal and these terms. Acceptance given electronically is valid and binding under the Electronic Transactions Act 1999 (Cth) and the Electronic Transactions Act 2000 (NSW). This Agreement starts on the day you accept.

The fee for your build, or for any other one-off work, is set out in your Proposal, along with when it is due. Unless your Proposal says otherwise, the build fee is due in full before launch. Your site isn't launched or handed over until the build fee is paid in full. If your Proposal is for a build only, with no monthly retainer, it covers building and launching the website you approved, and nothing else. It is not a managed service. Once the site is live, hosting, updates, SEO, Google Business Profile work and support are not included unless you take a retainer or we quote them separately, and you take over the platform subscription in your own name. Once you have approved the site and it is live, the build fee is not refunded. If you cancel a build after work has started and before launch, you pay for the work completed up to that date. Anything you have already paid goes towards it, and if you have paid more than the work completed is worth, we refund the difference.

If you choose a monthly retainer, the fee is set out in your Proposal. The retainer starts on the day your site launches. Unless your Proposal says otherwise, we send the first monthly invoice that day and each later invoice on the same day of each month (or the last day of a shorter month), payable within 7 days. Platform and hosting are included in the retainer. Domain registration and any advertising spend are yours to pay. If we change the monthly fee, we give you at least 30 days' written notice, and you can cancel under clause 12 before the change takes effect.

Invoices are due within 7 days of the invoice date unless we agree otherwise in writing. You can pay by card or bank transfer; each invoice has the details. All prices are in Australian dollars. We are not currently registered for GST, so no GST is charged. If we register, GST is added to fees from that date and we tell you in writing beforehand. Fees for work already done are not refunded, including where rankings, traffic or enquiries don't improve. The only exceptions are the ones in clauses 4 and 12, a refund the law requires, or one we agree to in writing.

If an account is more than 14 days overdue, we may suspend the Services, including your hosted website, after giving you 7 days' written notice. If an invoice stays unpaid, we may recover the reasonable costs we actually incur in collecting it, and charge interest at 10% a year on balances more than 30 days overdue.

Unless your Proposal says otherwise, we build and launch your site within 10 business days. The clock starts once we have your business details, images, and access to your domain and Google accounts. It relies on you replying to the brief and to each round of revisions within one business day. If access, images or feedback take longer, the launch date moves by the same amount. We write the website copy and you approve it. Two rounds of revisions are included in the build, and your review of the copy counts as one of them. Further rounds are quoted before we do them. We launch once you approve the site in writing and the build fee is paid. Changes after approval are handled as content updates under your retainer or quoted separately. If we don't receive what we need for 30 days or more, we may pause the build, reschedule delivery and invoice for the work completed so far.

To keep the work moving, you agree to do the following. Give us the business information, brand assets, logins and approvals we ask for, on time. Supply all images and photos for the site, and confirm you have the rights to use them and that anyone identifiable in them has agreed. Make sure everything you supply is lawful and accurate and doesn't infringe anyone else's rights. Give us manager access to your verified Google Business Profile, and access to Google Search Console for your domain. Keep your domain registered and renewed. We aren't responsible if it expires. Tell us promptly if your business or contact details change.

Yes. We use artificial intelligence tools to help with research, drafting and reviewing content, and quality checks. We check AI-assisted work before it reaches you, and we remain responsible for everything we deliver. Anything you give us is handled under clause 15 (confidentiality) and clause 16 (privacy), whichever tools we use.

Yes, unless you ask us not to. We may mention and show the work we do for you on our website and social media, including Instagram, Facebook and our Google Business Profile, and in our portfolio and marketing. That can include the finished site, before-and-after comparisons, your business name and logo, photos you supplied, and a short description of what we built. We never share sensitive information. That means no pricing, revenue, enquiry or lead numbers, Search Console or analytics data, and nothing that identifies your customers or staff. You can opt out at any time, before or after publication, by emailing us. It costs nothing and changes nothing else about this Agreement. We take down anything already published within 5 business days.

Yes. There is no minimum term. Either of us can end the retainer with 30 days' written notice. The retainer ends 30 days after the notice is given. The final part-month is charged pro rata, and we refund anything you've already paid for days after the end date. Work delivered and costs incurred during the notice period remain payable. If the Services aren't working for you, this is how we part ways. You give notice, we stop billing when the notice period ends, and neither of us owes the other anything more, apart from fees already due. Fees for the months we have already worked are not refunded. A build, or other one-off work, ends on delivery and final payment. Either of us can end this Agreement immediately in writing if the other commits a material breach and doesn't fix it within 7 days of being asked. Not paying an outstanding invoice is a material breach. When the retainer ends, your hosted site stops being published unless you take over the platform subscription in your own name. If you ask, and once all fees are paid, we transfer the site to your own platform account. We also give you a free export of your CRM contacts and website content within 14 days of the retainer ending.

You do, once you've paid in full. Ownership of what we create for you (website copy, images and design assets) passes to you on full payment. Your domain, Google Business Profile and Search Console are yours throughout. You hold your own logins to the website admin, the CRM, your Google Business Profile and Search Console from day one. The site is built on a third-party platform and can't be supplied as standalone files. You take control of it by having it transferred to your own platform account, as set out in clause 12. Third-party tools, platforms, templates and licences belong to their owners and are subject to their terms. We keep ownership of our own methods, templates and know-how, and may reuse them.

In short: we do the work with care, and liability on both sides is limited to what you paid for it. Nothing in this Agreement excludes, restricts or modifies any guarantee, right or remedy you have under the Australian Consumer Law, or any other law, that can't lawfully be excluded. Where the law allows, our liability for failing to meet such a guarantee is limited to supplying the Services again or paying the cost of having them supplied again. Everything below is subject to that paragraph. The most either of us is liable to the other for is the fees you paid us for the Services the claim relates to. For a build, that is the build fee. For a monthly retainer, that is the retainer fees you paid in the 3 months before the event that gave rise to the claim. That limit covers all claims combined, however they arise, whether in contract, negligence, under statute or otherwise. It doesn't apply to fees you owe us or to your indemnity at the end of this clause. Beyond that limit, neither of us is liable to the other for any other loss or damages of any kind, including indirect or consequential loss such as lost profits, lost revenue, business interruption, lost data or lost goodwill. Results falling short is not a breach. If rankings, traffic, enquiries, sales or revenue don't improve, or drop, that is not a breach of this Agreement and is not grounds for a refund or a claim. If you think something we delivered is wrong, tell us in writing within 30 days of noticing it and give us a reasonable chance to fix it. Fixing it is the first remedy. We aren't liable for failures of third-party platforms, software errors, hosting downtime, search engine algorithm changes, or anything else outside our reasonable control. We aren't liable for loss caused by content, instructions or decisions you give us, or by changes you or anyone else makes to the site or your accounts. You indemnify us against claims arising from content, data or materials you supply, except to the extent we caused the claim.

Yes. Each of us keeps the other's proprietary, sensitive or commercially valuable information confidential, and doesn't disclose it to anyone else without written consent, unless the law requires it.

In delivering the Services we may handle personal information about your customers, such as enquiry and booking details. We use it only to deliver the Services, and handle it in line with the Privacy Act 1988 (Cth) where it applies. You are responsible for your own privacy policy, and for having your customers' consent to any emails or text messages sent in your name, including booking reminders and review requests, as the Spam Act 2003 (Cth) requires.

The Proposal and this Agreement together are the whole agreement between us. If they conflict, the Proposal wins on scope and fees and this Agreement wins on everything else. The version of this Agreement in force on the day you accept applies to your engagement. Written notice can be given by email: to us at hello@leadwavestudio.com, and to you at the email address in your Proposal. Any change to this Agreement for an existing engagement must be agreed in writing by both of us. If any part of this Agreement can't be enforced, the rest still applies.

If a dispute comes up, we both first try in good faith to resolve it by talking it through, within 14 days of one of us notifying the other in writing. This Agreement is governed by the laws of New South Wales, Australia. We both submit to the non-exclusive jurisdiction of the courts of New South Wales.