Last updated
June 2nd, 2025
Service Agreement
The best work comes from strong relationships grounded in honesty, respect, and gratitude. While legal agreements are necessary, we believe the heart of this collaboration lies in mutual trust and shared ambition to do great work together.
Acceptance
The Client confirms that their representative has the authority to enter into this Agreement. The Client agrees to provide the Contractor with all necessary information, resources, access, and cooperation in a timely and usable format.
The Contractor agrees to deliver the agreed Services in a professional and timely manner and will use best efforts to meet deadlines and deliver high-quality work.
Scope of Services
The Services provided are consultancy-based and may include strategic advice, project implementation support, and/or development of deliverables as agreed in writing.
Important Note: The Contractor does not provide legal or financial advice. Any business, financial, or legal decisions made by the Client remain solely their own responsibility.
Fees, Payments & Expenses
Payment Terms: Invoices are payable within 7 days of receipt. Late payments may incur a fee of 1.5% per month on the outstanding amount. Work may pause during overdue periods.
Non-refundable Fees: All payment obligations are non-cancellable and fees paid are non-refundable.
Client Expenses: The Client is responsible for all third-party expenses, including ongoing subscriptions, licenses, and software added or recommended as part of the Services.
Authorisation of Expenses: Any reimbursable expenses must be pre-approved in writing by the Client.
Confidentiality
Each party agrees to maintain the confidentiality of all proprietary or sensitive information exchanged during this engagement, unless required by law. This obligation lasts for three (3) years beyond termination.
Intellectual Property & Deliverables
Upon full payment, all intellectual property created under this Agreement will be owned by the Client. If any content is not considered a “work for hire” under applicable law, ownership is hereby assigned to the Client.
The Contractor may showcase non-confidential work in their portfolio or promotional materials.
Warranties & Disclaimers
The Contractor warrants that:
— The Services will be delivered in a professional manner;
- The Services will not knowingly infringe on third-party rights;
- The Contractor has the right to enter into and perform this Agreement.
Disclaimer: All deliverables are provided “as-is.” No warranty is given regarding specific results, business performance, or outcomes from the Services. The Contractor does not guarantee any specific commercial success.
Limitation of Liability
To the fullest extent permitted by law:
- The Contractor's total liability is limited to the total fees paid under this Agreement;
- The Contractor is not liable for indirect, consequential, or special damages, including loss of profits or reputation.
Indemnification
Each party agrees to indemnify the other against any losses or damages arising from their own gross negligence, willful misconduct, or breach of this Agreement.
Term & Termination
This Agreement may be terminated:
- By either party on 7 days’ written notice;
- Immediately if a breach is not remedied within 5 days of written notice.
On termination, the Client must pay for Services provided to date and any non-cancellable expenses. Any rights granted to the Client remain in force only upon full payment.
Relationship of Parties
This is an independent contractor relationship. Nothing in this Agreement creates a partnership, employment, or agency relationship.
Conduct
Both parties agree to maintain respectful, harassment-free interactions. If inappropriate conduct occurs and continues after notice, the Contractor may terminate the Agreement and be compensated for all agreed Services to date.
Changes
Material changes to scope, deliverables, or pricing require prior written approval from both parties.
Governing Law
This Agreement is governed by the laws of New South Wales, Australia. Disputes will be resolved in the courts of NSW, unless otherwise agreed in writing for international clients.
Force Majeure
Neither party is liable for failure to perform due to events beyond their control, including but not limited to natural disasters, pandemics, war, or government restrictions.
Notices
All official notices must be sent to the latest provided address or designated email. Notices are deemed received when sent (email) or delivered (physical).
Entire Agreement
This Agreement constitutes the entire understanding between the parties and supersedes prior discussions. Any amendment must be in writing and signed by both parties.