Terms and Conditions of Agency Services

These Terms and Conditions (“Agreement”) govern the provision of services by [Your Agency Name] (“Agency,” “we,” “us,” or “our”) to the client (“Client,” “you,” or “your”). By engaging our services, you agree to these Terms and Conditions.

1. Services

The Agency provides the following services:

1.1 Website Development
1.1.1 The Agency will design, develop, and deploy websites based on the agreed project scope.
1.1.2 The Client must provide all necessary content, branding, and functional requirements before development begins.
1.1.3 Website timelines will be outlined in the project scope. Delays in Client approvals or content submissions may affect delivery schedules.
1.1.4 Any requested changes outside the agreed scope may incur additional costs.
1.1.5 The Agency is not responsible for website performance issues caused by third-party hosting providers or plugins.

1.2 SEO (Search Engine Optimisation)
1.2.1 The Agency will implement on-page and off-page SEO strategies to improve website rankings.
1.2.2 SEO results vary based on market conditions, competition, and algorithm changes, and the Agency does not guarantee specific ranking positions.
1.2.3 The Client must provide necessary access to the website and relevant platforms for SEO implementation.
1.2.4 The Client acknowledges that changes made to the website without Agency consultation may impact SEO performance.

1.3 PPC (Pay-Per-Click) Campaigns
1.3.1 The Agency will set up, manage, and optimise PPC campaigns on agreed advertising platforms.
1.3.2 The Client must provide an approved budget for ad spend, which will be paid directly to the advertising platform.
1.3.3 The Agency does not guarantee specific ad performance results, including conversions or return on investment (ROI).
1.3.4 Any changes to the campaign scope must be agreed upon in writing and may incur additional fees.

1.4 Organic Social Media Management
1.4.1 The Agency will create, schedule, and manage social media content for agreed platforms.
1.4.2 The Client must provide branding guidelines, content approvals, and access to social media accounts.
1.4.3 Engagement and follower growth depend on multiple factors, and the Agency does not guarantee specific results.
1.4.4 The Client is responsible for responding to inquiries or messages received via social media unless otherwise agreed.

1.5 Technical and Business Consulting
1.5.1 The Agency provides consulting on digital strategy, system architecture, process automation, and other technical and business aspects.
1.5.2 Consulting services are advisory in nature, and implementation of recommendations is the Client’s responsibility unless otherwise agreed.
1.5.3 The Agency is not liable for business decisions made based on consulting advice.

2. Fees and Payment
2.1 All fees will be outlined in a quote or invoice and must be paid as per the agreed payment schedule.
2.2 A non-refundable deposit of [percentage] is required before work commences.
2.3 Invoices are due 30 days from the invoice date unless otherwise agreed.
2.4 Late payments may incur a 20% annual interest fee, calculated pro-rata for the overdue period.

3. Client Responsibilities
3.1 The Client must provide all necessary materials, approvals, and feedback promptly to avoid project delays.
3.2 The Client is responsible for ensuring that all content provided to the Agency does not infringe on third-party intellectual property rights.

4. Intellectual Property
4.1 All original works created by the Agency remain the property of the Agency until full payment is received.
4.2 Upon full payment, the Client will receive a non-exclusive, non-transferable license to use the deliverables as agreed.
4.3 The Agency reserves the right to use completed work for portfolio and marketing purposes unless otherwise agreed in writing.

5. Confidentiality
5.1 Both parties agree to keep confidential all proprietary or sensitive information disclosed during the engagement.
5.2 Confidentiality obligations will survive the termination of this Agreement.

6. Revisions and Approvals
6.1 The Client is entitled to [number] revisions as part of the agreed service.
6.2 Additional revisions beyond the agreed number may incur extra charges.
6.3 The Client must provide approvals in writing, and delays in approval may affect project timelines.

7. Termination
7.1 Either party may terminate the Agreement with [number] days’ written notice.
7.2 Fees for work completed up to the termination date must be paid in full.
7.3 Deposits are non-refundable, and any prepaid amounts may be forfeited depending on the project stage.

8. Liability
8.1 The Agency will exercise reasonable care and skill in delivering its services; however, it does not guarantee specific outcomes or results.
8.2 The Agency is not liable for any indirect, incidental, consequential, or special damages, including but not limited to loss of profits, data, business opportunities, or reputation.
8.3 The Agency is not responsible for losses resulting from third-party failures, including hosting providers, ad platforms, or search engines.
8.4 The Client agrees to indemnify and hold the Agency harmless against any claims, damages, or legal actions arising from the Client’s misuse of services or content.
8.5 The total liability of the Agency, whether in contract, tort, or otherwise, is limited to the amount paid by the Client for the specific service in question.

9. Force Majeure
9.1 The Agency is not responsible for delays or failures due to circumstances beyond its control, including natural disasters, strikes, or government restrictions.
9.2 If a Force Majeure event occurs, the Agency will notify the Client in writing and will resume performance as soon as reasonably possible.

10. Governing Law
10.1 This Agreement is governed by the laws of New South Wales, Australia.
10.2 Any disputes shall be resolved through negotiation or, if necessary, legal proceedings in NSW courts.

11. Miscellaneous
11.1 This Agreement constitutes the entire understanding between the parties.
11.2 Amendments to these Terms must be in writing and agreed upon by both parties.