Terms & Conditions

These Terms & Conditions govern the agreement between Attune Agency and its clients. They should be read in conjunction with any Fee Proposal or Statement of Work provided to the client. By engaging Attune Agency's services, the client agrees to be bound by these terms.

1. Definitions

In these Terms & Conditions, the following definitions apply:

  • 'Agency' means Attune Agency, a marketing agency operating in Sydney, Australia.

  • 'Client' means the individual, practice, or organisation that engages the Agency's services.

  • 'Services' means the marketing services described in the Fee Proposal or Statement of Work agreed between the parties.

  • 'Fee Proposal' means the written document provided by the Agency to the Client outlining the scope of services, deliverables, timelines, and fees.

  • 'Deliverables' means any materials, content, designs, strategies, reports, or other outputs produced by the Agency in the course of providing the Services.

  • 'Intellectual Property' means all copyright, trademarks, designs, patents, and other intellectual property rights, whether registered or unregistered.

  • 'GST' means Goods and Services Tax as defined under the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

  • 'Confidential Information' means any information disclosed by either party that is marked as confidential or that a reasonable person would understand to be confidential.

2. General Conditions

These Terms & Conditions apply to all services provided by the Agency to the Client. They supersede any prior representations, agreements, or understandings between the parties. No variation to these terms is effective unless agreed in writing by both parties.

The Agency reserves the right to update these Terms & Conditions from time to time. The current version will be published at attuneagency.com.au/terms. Continued engagement of the Agency's services following any update constitutes acceptance of the revised terms.

These Terms & Conditions are governed by the laws of New South Wales, Australia. The parties submit to the non-exclusive jurisdiction of the courts of New South Wales.

3. Fee Proposals

The Agency will provide a written Fee Proposal prior to commencing any work. The Fee Proposal will outline the scope of services, deliverables, estimated timelines, and applicable fees. The Fee Proposal constitutes an offer by the Agency and is accepted by the Client upon written confirmation or commencement of payment.

Fee Proposals are valid for 30 days from the date of issue, after which the Agency reserves the right to revise pricing. The Agency may decline to proceed with a project at its discretion, including where a conflict of interest arises.

4. GST

All fees and charges quoted by the Agency are exclusive of GST unless otherwise stated. Where GST applies to any supply made by the Agency, the Client agrees to pay the applicable GST amount in addition to the quoted fee. The Agency will issue tax invoices in accordance with the requirements of the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

5. Price & Payment

Payment terms will be specified in the Fee Proposal. Unless otherwise agreed, the following standard terms apply:

  • Project-based engagements: a deposit of 50% of the total project fee is payable upon acceptance of the Fee Proposal, with the remaining balance payable upon delivery of the final Deliverables.

  • Monthly retainer engagements: fees are invoiced in advance at the start of each calendar month and are payable within 14 days of the invoice date.

  • Ad hoc or variation work: invoiced upon completion and payable within 14 days of the invoice date.

The Agency reserves the right to charge interest on overdue amounts at the rate of 10% per annum, calculated daily from the due date until payment is received. The Agency also reserves the right to suspend services where payment is overdue by more than 14 days.

Third-party costs (such as advertising spend, domain registrations, stock photography, or printing) are not included in the Agency's fees unless expressly stated. Such costs will be passed through to the Client at cost, with prior written approval from the Client.

6. Client Obligations

The Client agrees to:

  • Provide the Agency with accurate, complete, and timely information, materials, and approvals necessary for the delivery of the Services

  • Nominate a primary point of contact with authority to provide instructions and approvals on behalf of the Client

  • Review and provide feedback on Deliverables within the timeframe specified in the Fee Proposal or as otherwise agreed

  • Ensure that all information, content, and materials provided to the Agency for use in the Services do not infringe the Intellectual Property or other rights of any third party

  • Comply with all applicable laws and regulatory requirements, including but not limited to the AHPRA advertising guidelines relevant to the Client's profession

  • Advise the Agency promptly of any changes to the Client's circumstances, regulatory obligations, or professional registration that may affect the scope or nature of the Services

Delays caused by the Client's failure to meet these obligations may result in revised timelines and, where material, additional fees. The Agency accepts no liability for delays or poor outcomes resulting from inaccurate or incomplete information provided by the Client.

7. Website Design

Where the Services include website design or development, the following additional terms apply:

  • The Client is responsible for providing all content (text, images, logos, and other materials) required for the website unless content creation is expressly included in the scope of Services.

  • The Agency will provide a defined number of revision rounds as specified in the Fee Proposal. Additional revisions beyond this scope will be charged at the Agency's standard hourly rate.

  • Website hosting, domain registration, and ongoing maintenance are separate services and are not included in design or development fees unless expressly stated.

  • The Agency warrants that websites delivered will be functional across current versions of major browsers (Chrome, Safari, Firefox, and Edge) at the time of delivery. The Agency is not responsible for compatibility issues arising from future browser updates.

  • The Client is responsible for obtaining all necessary licences for third-party content (fonts, images, plugins) used in the website, unless the Agency has expressly agreed to source and licence these on the Client's behalf.

  • Upon receipt of final payment, the Agency assigns to the Client all right, title, and interest in the website design and content created specifically for the Client, subject to the Intellectual Property provisions in Clause 11.

8. No Guarantee

The Agency will perform the Services with reasonable skill, care, and diligence. However, the Agency does not guarantee any specific outcomes, results, or rankings arising from the Services, including but not limited to:

  • Search engine rankings or positions

  • Volume of website traffic, enquiries, or patient bookings

  • Return on advertising spend

  • Referral volumes or referral network outcomes

Marketing outcomes are influenced by many factors outside the Agency's control, including search engine algorithm changes, market conditions, competitive landscape, and the quality of the Client's own services and reputation. The Agency will always act in good faith and in the Client's best interests but cannot guarantee specific commercial outcomes.

9. Defects

The Client must notify the Agency of any alleged defect in the Deliverables within 7 business days of delivery. Defects that are attributable to the Agency's error or omission will be rectified at no additional charge within a reasonable timeframe. The Agency is not obliged to rectify defects arising from:

  • Client-supplied content or information that was inaccurate or incomplete

  • Changes made to Deliverables by the Client or a third party without the Agency's knowledge

  • Software or platform updates occurring after delivery

  • The Client's failure to follow the Agency's implementation instructions

10. Supply of Deliverables

The Agency will deliver Deliverables in the formats and via the channels specified in the Fee Proposal. Where no format is specified, the Agency will deliver in a format it considers appropriate for the intended use. The Agency will use reasonable endeavours to meet agreed timelines but is not liable for delays caused by factors outside its reasonable control, including Client delays, third-party platform outages, or force majeure events.

The Client acknowledges that digital marketing Deliverables (such as published website content, social media posts, or advertising campaigns) may need to be modified over time in response to platform changes, algorithm updates, or regulatory developments. The Agency will advise the Client of any such changes that come to its attention.

11. Intellectual Property

The following intellectual property provisions apply:

  • Pre-existing IP: All Intellectual Property owned by the Agency prior to the commencement of a project (including methodologies, frameworks, templates, and software) remains the property of the Agency. The Agency grants the Client a non-exclusive licence to use such pre-existing IP solely as incorporated in the Deliverables.

  • Client IP: All Intellectual Property provided by the Client to the Agency (including logos, brand assets, photographs, and content) remains the property of the Client. The Client grants the Agency a licence to use such materials for the purpose of delivering the Services.

  • Deliverables IP: Upon receipt of full payment, the Agency assigns to the Client all right, title, and interest in the Deliverables created specifically for the Client, with the exception of any pre-existing Agency IP incorporated therein.

  • Portfolio rights: The Agency reserves the right to reference the Client engagement in its portfolio and marketing materials, unless the Client requests confidentiality in writing.

The Client warrants that all materials provided to the Agency are owned by the Client or that the Client has the right to use and authorise the Agency to use them. The Client indemnifies the Agency against any claim arising from infringement of a third party's Intellectual Property rights through use of Client-supplied materials.

12. Warranty

The Agency warrants that the Services will be performed with reasonable skill and care, consistent with the standard of a competent Australian marketing agency. The Agency does not provide any warranties beyond those expressly stated in these Terms & Conditions or required by applicable Australian consumer law.

To the extent permitted by law, all implied warranties, representations, and conditions are excluded. Nothing in these Terms & Conditions limits or excludes any guarantee, warranty, right, or remedy that the Client may have under the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010 (Cth)) that cannot be excluded.

13. Risk

Risk in physical Deliverables (such as printed materials) passes to the Client upon delivery. For digital Deliverables, risk passes upon the Agency making the Deliverable available to the Client. The Client is responsible for maintaining appropriate backups of digital Deliverables after they have been provided.

14. Variations

Any variation to the agreed scope of Services must be requested in writing and agreed by both parties before additional work commences. The Agency will provide a written variation estimate for any change in scope. Variation work will be charged in addition to the original Fee Proposal at the rates agreed in the variation.

The Agency reserves the right to charge for work performed on a variation that was verbally authorised by the Client, even where a formal written variation has not been completed, provided the Agency can demonstrate that the Client gave clear verbal authorisation.

15. Cancellations

Where the Client cancels a project or retainer engagement:

  • Project engagements: the Client will be liable for all fees for work completed to the point of cancellation. Where a 50% deposit has been paid, this deposit is non-refundable. Where work completed exceeds the deposit amount, the balance is payable within 14 days of cancellation.

  • Monthly retainer engagements: the Client must provide a minimum of 30 days' written notice to cancel. Fees for any services delivered during the notice period are payable in full.

  • The Agency is not required to refund fees for services already delivered or for third-party costs already incurred on the Client's behalf.

16. Default

The Client is in default if:

  • Payment of any invoice is overdue by more than 14 days

  • The Client breaches any material term of these Terms & Conditions and fails to remedy the breach within 7 days of written notice

  • The Client becomes insolvent, bankrupt, or enters into voluntary administration

In the event of default, the Agency may suspend services, withhold delivery of Deliverables, and/or terminate the engagement with immediate effect. All outstanding fees become immediately payable. The Agency reserves the right to pursue recovery of outstanding amounts through legal proceedings.

17. Termination

Either party may terminate the engagement:

  • For convenience: with 30 days' written notice (retainer engagements only; project engagements cannot be terminated for convenience once work has commenced without the cancellation provisions in Clause 15 applying)

  • For cause: immediately, where the other party has materially breached these Terms & Conditions and failed to remedy the breach within 7 days of written notice

  • Immediately, where the other party becomes insolvent, bankrupt, or enters into voluntary administration

Upon termination, the Client must pay all fees for Services delivered to the date of termination. The Agency will provide the Client with all completed Deliverables upon receipt of all outstanding fees.

18. Limited Liability

To the maximum extent permitted by applicable law, the Agency's total liability to the Client for any claim arising from or related to the Services — whether in contract, tort (including negligence), statute, or otherwise — is limited to the total fees paid by the Client to the Agency in the three months immediately preceding the event giving rise to the claim.

The Agency is not liable for any indirect, consequential, special, incidental, or punitive loss or damage, including but not limited to loss of profits, loss of revenue, loss of goodwill, loss of data, or business interruption, even if the Agency has been advised of the possibility of such loss.

Nothing in these Terms & Conditions excludes or limits liability that cannot be excluded or limited under the Australian Consumer Law.

19. Confidentiality

Both parties agree to keep the other party's Confidential Information strictly confidential and not to disclose it to any third party without prior written consent, except where required by law or where the information is or becomes publicly available through no fault of the receiving party. This obligation survives termination of the engagement.

20. Dispute Resolution

In the event of a dispute, the parties agree to attempt to resolve the matter through good faith negotiation before commencing legal proceedings. If the dispute cannot be resolved by negotiation within 30 days, either party may refer the matter to mediation through a mutually agreed mediator. If mediation is unsuccessful, either party may pursue their rights through the courts of New South Wales.

21. Entire Agreement

These Terms & Conditions, together with the applicable Fee Proposal or Statement of Work, constitute the entire agreement between the parties with respect to the Services and supersede all prior discussions, representations, and agreements. No variation is effective unless agreed in writing by both parties.

22. Contact

For any questions regarding these Terms & Conditions, please contact Attune Agency at [admin@attuneagency.com.au].