Cloak Digital Terms of Service

By using our website or purchasing services from us, you agree to these Terms.

A binding agreement is formed when any of the following occurs:

• you sign (physically or electronically) a proposal, quote, statement of work, or similar document; or
• you confirm acceptance in writing (including by email or SMS) of a proposal, quote, or scope we send you; or
• you pay a deposit, first invoice, or subscription fee relating to the services.

Cloak Digital (“we”, “us”, “our”) is a partnership operating under ABN 27 479 651 610.

Our website is www.cloakdigital.com.au. You can contact us at: Email: cloakdigital.co@gmail.com Phone: +61 451 206 027 / +61 497 734 448 Location: Perth, Western Australia

If you purchase services from us, the specific scope, deliverables, timelines, inclusions, access levels, and fees will be set out in a written proposal, quote, statement of work, invoice description, order form, subscription checkout, or similar document (“Scope Document”).

If there is any inconsistency between a Scope Document and these Terms, the Scope Document prevails to the extent of the inconsistency.

4.1Managed services and third-party providers

Unless otherwise stated in the Scope Document, we provide services on a managed basis and may use third-party providers to deliver parts of the services (for example hosting, DNS/domain registration, email delivery, analytics, communications, or payment processing).

You acknowledge that third-party services may experience outages, delays, limits, security incidents, or changes outside our control. We are not responsible for third-party failures except to the extent required by law.

4.2Hosting environments and administrative control

Where we provide hosting or deployment as part of the services (including for websites and web applications), those environments are typically provisioned and maintained under our accounts and operational control.

Unless your Scope Document states otherwise:

• you do not receive access to hosting dashboards, deployment pipelines, infrastructure administration, or our internal tooling; and
• we may implement reasonable technical, security, and operational measures (including access controls, logging, and configuration standards) to manage and protect hosted services.

4.3Domains, DNS and renewals

Where a domain is registered in your name or entity details, you remain responsible for ensuring your registrant information is accurate and up to date.

First-year domain costs (default): If we arrange domain registration or renewal for your project, the first 12 months of domain registration/renewal fees are included in your project fees unless your Scope Document states otherwise.

Renewals after the first year: After the included first 12 months, domain renewal fees are your responsibility unless you are on an ongoing plan that expressly includes domain renewals. If we pay domain/DNS renewal costs on your behalf after the first year, those costs are pass-through expenses and are payable by you as invoiced unless otherwise agreed in writing.

If domain-related costs are unpaid, we may (after giving reasonable notice) cease paying or renewing domain/DNS services on your behalf. You acknowledge that non-renewal may result in domain expiry or loss.

4.4What access you receive

Your Scope Document will specify any access we provide (for example, CMS editor/admin access, or read-only analytics access).

Unless expressly included in the Scope Document, we do not provide:

• source code repositories (e.g., Git access);
• deployment access;
• hosting administration access; or
• administrative access to third-party tools/accounts we operate for service delivery.

If we do provide access, we may limit the level of access (for example, editor or read-only access) to reduce security and operational risk.

5.1Website Handover Pack

If website services are terminated or expire, you are responsible for arranging replacement hosting and service providers.

If your account is paid in full, you may request a Website Handover Pack. Unless otherwise stated in the Scope Document, the Website Handover Pack includes:

• Client Materials you provided (to the extent we still hold copies); and
• Project Deliverables that are reasonably available to provide (for example, final design exports, copy created by us for the project, and exported site files); and
• basic notes/instructions we reasonably have available for operating the deliverables (if applicable).

5.2Exported site files (“where reasonably practicable”)

Where reasonably practicable, we will include an export/zip of the website/application in a form that can be provided without undue risk, cost, or legal restriction. This may include:

• a static export (where the project supports static export); or
• a zip of project files/source code excluding secrets/keys, and excluding any materials we are not permitted to transfer.

You acknowledge that an export/zip may not be “one-click deployable” and may require setup by you or another provider (for example: recreating hosting environments, databases, email services, or third-party integrations).

5.3What the Website Handover Pack does not include

Unless separately agreed/quoted, the Website Handover Pack does not include:

• migration or transfer of hosting environments or deployments;
• DNS cutover work;
• rebuilding infrastructure, databases, or authentication systems;
• transferring or assigning third-party licences that cannot legally be transferred;
• providing admin access to our internal tooling or accounts; or
• ongoing support after termination.

5.4Optional transition assistance

If you want migration/transition support (including redeployment, DNS changes, or technical handover calls), we may offer this as a separate, billable service at our standard hourly rate (and any minimum charge stated in the Scope Document or invoice).

6.1SaaS access and accounts

Where we provide software as a service (SaaS), platforms, dashboards, or subscription software, you receive access during the subscription term, subject to payment of fees and compliance with these Terms and your Scope Document.

Unless your Scope Document states otherwise, SaaS accounts are for business customers and you are responsible for maintaining the confidentiality of login credentials and for all activity under your account.

6.2Suspension for non-payment

If SaaS/subscription fees remain unpaid, we may suspend or restrict access to the SaaS until the account is brought up to date, subject to any non-excludable rights under applicable law.

6.3SaaS Data Export Pack (CSV + JSON)

If your SaaS subscription is cancelled or terminated, you may request a SaaS Data Export Pack within 30 days of the cancellation/termination effective date, provided your account is paid in full.

Unless otherwise stated in the Scope Document, the SaaS Data Export Pack will be provided in CSV and/or JSON formats (depending on the data type and system capabilities) and may include records such as operational data, configuration data, and other data associated with your account.

You acknowledge that:

• export contents may be limited by the features of the SaaS and the nature of the data stored; and
• exports will not include our source code, internal tooling, or secrets/keys.

6.4Data retention and deletion after cancellation

After cancellation/termination, we may retain your SaaS account data for up to 90 days, after which we may delete or de-identify it, except where retention is required by law, required for dispute resolution, or necessary for legitimate business purposes (for example security, backups, fraud prevention, or enforcing our rights).

Backups may persist for a limited period after deletion in accordance with our backup procedures.

6.5Optional migration/transition services

Any assistance to migrate data into another system, rebuild workflows, or provide custom data transformations is not included in the SaaS Data Export Pack and may be provided as a separate, billable service.

7.1Definitions

• Client Materials means all materials you provide to us (logos, trademarks, brand assets, copy, images, videos, product/service information, logins, and other content).
• Client Data means data submitted to, stored in, or processed by a SaaS service in connection with your account (including operational data and end-customer data).
• Deliverables means the project-specific outputs we create for you that are expressly described in the Scope Document (for example: website designs, written copy created by us, project-specific code, and final exported files).
• Background IP means all intellectual property owned or licensed by us that exists before the services start or is developed independently of your project, including templates, frameworks, libraries, reusable components, internal tools, processes, methods, and know-how.
• Platform means any Cloak Digital SaaS, subscription software, dashboards, systems, and underlying codebase (including improvements, updates, and derivative works).
• Third-Party Materials means any third-party software, open-source components, plugins, libraries, themes, fonts, stock assets, or other materials that are not owned by us.

7.2Client Materials and permissions you give us

You retain ownership of your Client Materials.

You grant us a non-exclusive, worldwide, royalty-free licence to use, reproduce, modify, communicate, and display Client Materials only as reasonably necessary to provide the services (including development, testing, hosting, maintenance, and support).

You warrant that you have all rights, licences, and permissions required for us to use the Client Materials for the services, and that our use of the Client Materials as contemplated by these Terms will not infringe any third-party rights.

7.3Our Background IP and Platform ownership

We retain all right, title, and interest in and to our Background IP and the Platform.

Nothing in these Terms transfers ownership of our Background IP or the Platform to you. You receive only the rights expressly granted under these Terms and the Scope Document.

7.4Website and project Deliverables

(a) Assignment on full payment (Deliverables only): Subject to full payment of all fees due for the relevant services, we assign to you all intellectual property rights we own in the Deliverables excluding any Background IP and Third-Party Materials. If you have not paid all fees due, no assignment occurs and you must not use the Deliverables beyond evaluation/review purposes.

(b) Licence to use embedded Background IP: To the extent any Background IP is included in or necessary to use the Deliverables, we grant you a non-exclusive, worldwide, perpetual licence to use that Background IP only as incorporated in the Deliverables for your internal business purposes.

(c) No resale as a template/product: You must not sell, sublicense, distribute, publish, or commercialise the Deliverables (or any part of them) as a standalone product, template, theme, “website kit”, or similar offering, nor allow any third party to do so, except as permitted under clause (d).

(d) Business sale exception: You may transfer the Deliverables to a purchaser of your business (or substantially all of its assets) where the transfer is incidental to that sale, provided the purchaser agrees to restrictions substantially similar to this clause 7.4.

(e) No exclusivity unless agreed: Unless expressly agreed in the Scope Document, you acknowledge the services are non-exclusive and we may use our general knowledge, skills, and experience (including ideas, techniques, and workflows) acquired while providing services to you in other projects, provided we do not disclose your confidential information.

7.5SaaS (Platform) licence and restrictions

(a) Licence: During an active paid subscription term, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Platform for your internal business purposes in accordance with your Scope Document.

(b) Restrictions: Except to the extent permitted by law, you must not (and must not allow others to): copy, reproduce, modify, translate, create derivative works, reverse engineer, decompile, attempt to discover source code, resell, sublicense, rent, lease, or provide the Platform to third parties, or circumvent security/access controls.

For clarity, your SaaS subscription provides access and data portability (see clause 6.3), not ownership of the Platform source code.

7.6Client Data in SaaS

You retain ownership of your Client Data.

You grant us a non-exclusive, worldwide licence to host, process, transmit, and display Client Data as reasonably required to provide and maintain the Platform and services, including security, backup, performance, and support.

7.7Third-Party Materials and open-source

Deliverables and/or the Platform may incorporate Third-Party Materials. Third-Party Materials are subject to their own licence terms and you agree to comply with those licence terms.

Where Third-Party Materials require ongoing fees (subscriptions, paid plugins, fonts, stock licences), those fees are your responsibility as set out in the Scope Document.

7.8AI-assisted work

We may use artificial intelligence tools and services to assist with producing some Deliverables (for example: drafts of copy, code suggestions, image/video generation, or design ideation).

You acknowledge that:

• AI-assisted outputs may not be unique and may resemble content generated for others;
• we do not guarantee that AI-assisted outputs are free from third-party claims; and
• you are responsible for reviewing and approving Deliverables (including AI-assisted elements) before they are used publicly (especially for brand-critical assets such as logos, trademarks, or taglines).

Privacy and confidentiality: Unless you instruct otherwise in writing, we will take reasonable steps not to input sensitive personal information or confidential client information into publicly available generative AI tools where doing so is not necessary to provide the services. (Our handling of personal information is described in our Privacy Policy.)

Opt-out: If you require that no AI tools be used for your project, you must notify us in writing before work begins. This may affect pricing, timelines, or feasibility.

7.9Credits (“Built by Cloak Digital”)

Unless your Scope Document states otherwise, you agree that we may include a reasonable credit on websites we build in a footer or similar location (for example: “Built by Cloak Digital”).

You may request removal of the credit at any time. Unless removal is included in your Scope Document, removal may be subject to a one-time fee as set out in your invoice or Scope Document.

7.10Portfolio use

Unless the Scope Document states otherwise, you grant us permission to display completed Deliverables (including screenshots, short clips, and a description of the work) in our portfolio, website, and marketing. If your project is confidential, you must notify us in writing before launch/delivery.

7.11IP claims related to Client Materials

If a third party claims that Client Materials infringe their rights, you agree to cooperate with us and, where the claim relates to your Client Materials, you are responsible for resolving it (including providing replacement materials or licences). We may pause affected work until the issue is resolved.

8.1Quotes, Scope Documents and fees

Fees, inclusions, access levels, timelines, and any assumptions will be set out in your Scope Document. Any work not expressly included in the Scope Document is out of scope and may be quoted separately or billed at our standard hourly rate.

Unless stated otherwise, all fees are in Australian Dollars (AUD).

8.2Deposits and commencement

For project-based Services, we may require a deposit before work commences. The deposit secures the booking of our time and is credited toward the total Fees. Unless your Scope Document states otherwise, our default project payment structure is:

• 30% deposit due before commencement,
• 40% progress payment due at an agreed milestone, and
• 30% final payment due prior to launch, handover, or delivery of final files/access.

We are not required to commence (or continue) work until any required deposit or invoice is paid and cleared.

Commencement (Kickoff). For the purposes of these Terms, work is taken to have commenced when we begin project kickoff activities, which may include (without limitation) onboarding, planning, discovery, design, development, configuration, setup, or other Services performed in relation to the project.

Deposit refunds. If a project is cancelled before work has commenced, the deposit will be refunded less any Services already performed (if any) and any non-cancellable third-party costs incurred for the project. Once work has commenced, the deposit becomes non-refundable, except to the extent required by the Australian Consumer Law.

8.3Progress invoicing and time-based work

Where services are billed on a time and materials basis (including support hours, change requests, and ad-hoc work), we may invoice progressively (e.g., weekly/fortnightly/monthly) or upon completion of the requested task(s), as set out in the Scope Document or invoice description.

8.4Pass-through costs and approvals

Some services may require third-party costs (for example: domain renewals after the first year, paid plugins, stock assets, email services, hosting upgrades, or transaction fees). Unless expressly included in your Scope Document, these are pass-through expenses payable by you.

Where reasonably practicable, we will seek approval before incurring material pass-through expenses. (Domain first-year inclusion and renewals are handled under clause 4.3.)

8.5Invoice due dates and payment methods

Unless otherwise stated on the invoice, invoices are due within 14 days of issue.

We may accept payment by bank transfer and/or online payment methods (including card payments via payment processors). You are responsible for any bank fees, card surcharges, or currency conversion fees charged by your bank/payment provider.

8.6Late payments, pause of work, and suspension

If an invoice remains unpaid after the due date, we may pause project work and/or withhold non-essential deliverables until the account is brought up to date.

If an invoice remains unpaid 7 days after the due date, we may suspend access to managed services (including hosted services and SaaS access) associated with the unpaid fees by giving at least 2 business days' notice, unless we reasonably believe immediate suspension is necessary to protect security or prevent harm.

Reinstatement of paused/suspended services may require payment in advance and may be subject to a reasonable administration or reactivation fee where extra work is required to restore services.

8.7Disputed invoices

If you dispute an invoice, you must notify us in writing within 7 days of the invoice date and provide reasonable detail of the dispute. You must pay any undisputed portion by the due date.

8.8Chargebacks and payment reversals

Before initiating a chargeback or payment reversal, you agree to contact us in writing and provide a reasonable opportunity to resolve the issue.

To the extent permitted by law, if you initiate a chargeback for fees properly due under the Scope Document and these Terms, you are responsible for reasonable costs we incur in responding to the chargeback (including chargeback fees imposed by payment providers).

8.9Cancellations, project holds and rescheduling

If you ask to cancel a project after work has commenced:

• the deposit is non-refundable (subject to the Australian Consumer Law), and
• you remain responsible for Fees for Services performed up to the cancellation date and any non-cancellable third-party costs incurred for your project, except to the extent required by the Australian Consumer Law.

If a project is delayed due to client non-responsiveness, late approvals, or missing information, timelines will be adjusted accordingly. If a project is placed on hold for 30 days or more, we may close the project and require a reactivation fee and/or revised timeline to resume work.

8.10Subscriptions (Support Plans and SaaS)

Where you purchase a Support Plan or SaaS subscription:

• subscription fees are billed in advance on the billing cycle shown at checkout or in your Scope Document;
• subscriptions may automatically renew unless cancelled; and
• you can cancel by giving written notice (email or SMS is acceptable) before your next billing date (the date shown at checkout/invoice).
• for annual subscriptions, we will use reasonable efforts to send a renewal reminder at least 14 days before renewal.

Unless stated otherwise in your Scope Document:

• cancellation takes effect at the end of the current paid billing period (you retain access until then); and
• we do not provide prorated refunds for unused time, except to the extent required by law.

If you cancel, we will provide confirmation of cancellation within a reasonable timeframe.

8.11Price changes for subscriptions

We may change subscription pricing from time to time. If a price change applies to your active subscription, we will provide reasonable notice before the change takes effect. If you do not agree to the change, you may cancel the subscription before the new price applies.

8.12Taxes (including GST)

Our fees are quoted exclusive of GST unless stated otherwise. If we become registered for GST or GST applies to a supply, we may add GST to invoices in accordance with Australian law.

9.1Project timelines and dependencies

Project timelines will be set out in the Scope Document and are estimates unless expressly stated as fixed dates.

You acknowledge that timelines depend on factors including (without limitation): timely client feedback/approvals, third-party dependencies (domain/DNS, hosting, payment providers, platform approvals), scope changes/additional requests, and our team availability (including illness, personal leave, and holiday periods).

If delays occur due to client actions/inaction, third parties, or scope changes, timelines will be adjusted accordingly.

9.2Client inputs and approvals

You must provide required materials, access, and approvals in a timely manner (including Client Materials, logins, brand assets, legal text, product/service info, and any required confirmations).

Where we request feedback or approval, you agree to provide a consolidated response (one list) within the timeframe we specify (or, if none is specified, within 7 days).

9.3Revisions (what is included)

Unless otherwise stated in the Scope Document, each project includes up to two (2) rounds of revisions to the Deliverables.

A “round of revisions” means one consolidated set of changes provided at the same time. Multiple emails/messages over time may be treated as multiple revision rounds.

Revisions do not include: new pages/features/sections, new design directions, material restructuring, changes caused by new information after approval, changes to third-party systems, or rework due to incorrect/unlicensed client content.

Additional revision rounds and out-of-scope work may be billed at our standard hourly rate or quoted as a variation.

9.4Change requests and variations

Any request outside the Scope Document is a “Change Request”.

We may, at our discretion, provide a written variation quote or proceed on a time and materials basis, and we may require approval and/or payment in advance before starting Change Request work.

Change Requests may affect fees, timelines, and delivery order.

9.5Testing, review, and acceptance

You are responsible for reviewing Deliverables during the project and at completion.

Unless the Scope Document states otherwise:

• a Deliverable is accepted when you confirm approval in writing (email/SMS is acceptable), or when it is launched/published at your request; and
• if we provide a Deliverable for review and you do not provide feedback within 7 days, we will send at least one reminder. If you still do not respond within a further 7 days, the Deliverable may be treated as deemed accepted for the purpose of progressing the project and invoicing the next milestone. This does not limit your rights under clause 9.7 (post-launch defects) or any non-excludable rights under applicable law.

9.6Launch / go-live requirements

We may require that all outstanding invoices due for the project (including any final payment) are paid before launch/go-live, enabling public access, or providing final exports/handover packs, unless otherwise agreed in writing.

9.7Post-launch defects (limited rectification window)

Unless otherwise stated in the Scope Document, for website projects we will correct material defects in the Deliverables reported within 14 days after launch, at no additional charge, provided the defect relates to the Deliverables as delivered by us and is not caused by third-party services, client edits/content, browser/device updates, or changes made by anyone other than us.

This does not include new features, redesigns, content updates, or changes in requirements, which are treated as Change Requests.

9.8Project completion and archiving

After completion, we may archive project files and working documents in accordance with our internal retention practices. If you request retrieval of archived materials after completion, this may be billable where additional time is required.

10.1Termination by you

You may terminate project-based services by giving written notice (email or SMS is acceptable). Termination does not affect your obligation to pay for services performed up to the termination effective date and any non-cancellable third-party costs incurred for your project, except to the extent required by law.

Subscription cancellations are handled under clause 8.10.

10.2Termination by us

We may terminate or suspend services (in whole or part) by written notice if you materially breach these Terms or a Scope Document and do not remedy the breach within a reasonable time (where capable of remedy), invoices remain unpaid (see clause 8.6), you use our services unlawfully or in a way that threatens security/exposes us to harm, or we are required to do so by law/regulator direction.

Where reasonably practicable, we will provide notice before termination or suspension.

10.3Effects of termination

On termination or expiry:

• your right to access any suspended services ends (except for any limited access specifically agreed for data export);
• you must immediately stop using any Deliverables not paid for in full (where assignment has not occurred under clause 7.4);
• we may issue a final invoice for services performed up to the termination date and any approved/non-cancellable third-party costs incurred for your project, and those amounts become payable immediately.
• we may cease providing managed services (including hosting, updates, monitoring, and support).

Domains: After termination, we are not responsible for renewing domains or domain/DNS services on your behalf unless expressly agreed in writing and paid for.

10.4Handover packs and data export after termination

If your account is paid in full:

• Website exits: you may request the Website Handover Pack in accordance with clause 5; and
• SaaS exits: you may request the SaaS Data Export Pack in accordance with clause 6.3 (request within 30 days), and data retention/deletion is handled under clause 6.4.

Any transition/migration assistance is not included unless separately agreed/quoted (clauses 5.4 and 6.5).

10.5Survival

Clauses which by their nature should survive termination will survive, including (without limitation): payment obligations, intellectual property, confidentiality, limitations of liability, dispute resolution, and any licences necessary for continued lawful use of paid Deliverables.

11.1Confidential information

Each party may receive confidential information from the other in connection with the services, including business operations, pricing, systems, customer information, and technical details (“Confidential Information”).

11.2Obligations

Each party agrees to:

• keep Confidential Information confidential and use it only as necessary to perform obligations under these Terms;
• restrict access to Confidential Information to personnel/contractors who need to know it and are bound by confidentiality obligations; and
• take reasonable steps to protect Confidential Information from unauthorised access or disclosure.

11.3Exceptions

Confidential Information does not include information that:

• is public through no fault of the receiving party;
• was already known by the receiving party without confidentiality obligations;
• is independently developed without use of the other party's Confidential Information; or
• is required to be disclosed by law or a regulator (in which case the receiving party will give notice where reasonably practicable).

12.1Good-faith negotiation

If a dispute arises, either party may give written notice describing the dispute. The parties will attempt in good faith to resolve the dispute through negotiation within 14 days of notice (or another agreed timeframe).

12.2Mediation

If the dispute is not resolved through negotiation, either party may propose mediation in Perth, Western Australia. Unless agreed otherwise, mediation costs (excluding each party's legal costs) will be shared equally.

12.3Urgent relief

Nothing in this clause prevents either party from seeking urgent injunctive or equitable relief.

These Terms are governed by the laws of Western Australia, Australia. Each party submits to the exclusive jurisdiction of the courts of Western Australia.

14.1Notices

Notices under these Terms must be given in writing and may be delivered by email (and, for operational notices such as approvals/cancellations, SMS is acceptable). Notices are deemed received when sent to the last contact details provided by the receiving party, unless the sender receives an error/bounce message. Each party must keep its contact details up to date.

14.2Assignment

You must not assign or transfer your rights or obligations under these Terms without our prior written consent, except as part of a sale of your business where permitted under clause 7.4(d). We may assign these Terms as part of a restructure, sale, or transfer of our business.

14.3Subcontractors

We may use employees and subcontractors to perform the services. We remain responsible for the services we provide under these Terms.

14.4Severability

If any part of these Terms is invalid or unenforceable, that part is severed and the remainder continues in full force.

14.5Entire agreement

These Terms and the Scope Document(s) form the entire agreement between the parties in relation to their subject matter and supersede prior discussions or communications, to the extent permitted by law.

14.6No waiver

A failure or delay by a party to enforce a right under these Terms is not a waiver of that right.

14.7Events outside a party's control (force majeure)

Neither party is liable for failure or delay in performing obligations (other than payment obligations) to the extent caused by events beyond that party's reasonable control (for example: outages of third-party providers, internet failures, natural disasters, or government actions). The affected party must notify the other party as soon as reasonably practicable and take reasonable steps to mitigate the impact.

15.1Privacy Policy

Our Privacy Policy explains how we collect, use, store and disclose personal information. It forms part of these Terms and applies to your use of our website, services and Platform.

15.2Personal information and transparency

To the extent we are required to comply with the Privacy Act 1988 (Cth) (including the Australian Privacy Principles and the Notifiable Data Breaches scheme), we will handle personal information and eligible data breaches in accordance with those requirements.

15.3Client responsibilities for Client Materials and Client Data

You are responsible for ensuring that any Client Materials and Client Data you provide to us (or upload into a Platform) is collected, used and disclosed by you in compliance with applicable laws, including obtaining any necessary consents or permissions from individuals where required.

If you use our Platform to store or process data about your customers/end users, you are responsible for providing appropriate notices to those individuals and for responding to their requests (for example, access/correction requests) where required by law.

15.4Data exports, retention and deletion

Website handovers and SaaS data exports are handled under clauses 5 and 6. After SaaS cancellation/termination, we may retain and delete/de-identify data in line with clause 6.4.

16.1Security measures

We will take reasonable steps to protect the services and Platform from unauthorised access, misuse, loss and disclosure. However, no method of transmission or storage is completely secure and we do not guarantee absolute security.

16.2Account security (SaaS)

You must:

• keep login credentials confidential and not share accounts between unrelated users;
• use strong passwords and enable multi-factor authentication where available; and
• promptly notify us if you suspect unauthorised access to your account.

You are responsible for activity performed under your account, except to the extent caused by our breach of these Terms or required by law.

16.3Security testing and vulnerability reporting

You must not probe, scan, test, or attempt to circumvent the security of our systems (including penetration testing) without our prior written permission.

If you believe you have discovered a vulnerability, you should report it to us promptly so we can investigate and address it responsibly.

16.4Incident response and notifications

We may investigate suspected security incidents and take reasonable steps to mitigate harm (including restricting access, suspending accounts, resetting credentials, or disabling affected functionality).

Where we are legally required to notify individuals and/or regulators about an eligible data breach, we will do so in accordance with applicable requirements.

17.1Prohibited activities

You must not (and must not allow others to) use our website, services or Platform to:

• break any law or infringe another person's rights (including privacy and intellectual property rights);
• upload, transmit or distribute malware, harmful code, or content designed to disrupt systems;
• send spam or unlawful marketing communications, or operate deceptive practices;
• attempt to access systems, accounts or data you do not have permission to access;
• interfere with or disrupt the integrity or performance of the services or Platform (including excessive or abusive usage); or
• use the Platform to build or assist in building a competing product using our confidential information.

17.2Enforcement

If we reasonably believe you have breached this clause, we may restrict, suspend or terminate access in accordance with clause 10, including to protect security or prevent harm. (This is in addition to any other rights we have.)

18.1Australian Consumer Law (non-excludable rights)

Nothing in these Terms excludes, restricts or modifies any consumer guarantee, right or remedy you may have under the Australian Consumer Law or other applicable laws that cannot be excluded, restricted or modified.

18.2No guaranteed outcomes (SEO/marketing/availability)

Unless expressly stated in a Scope Document, we do not guarantee:

• specific SEO rankings, traffic levels, conversion rates, or marketing results; or
• uninterrupted availability of third-party services.

We will use reasonable care and skill in providing the services.

18.3Limitation of liability (to the extent permitted by law)

To the maximum extent permitted by law, and subject to clause 18.1:

(a) Excluded loss: We are not liable for any indirect, special or consequential loss, loss of profit, loss of revenue, loss of opportunity, or loss of data arising out of or in connection with the services.

(b) Liability cap: Our total aggregate liability arising out of or in connection with the services is limited to:

• for project-based services: the amount you paid us for the specific service/project giving rise to the claim; and
• for subscription services: the total subscription fees you paid us for the subscription in the 3 months immediately preceding the event giving rise to the claim, unless a greater liability cannot be limited or excluded by law.

(c) ACL s 64A (re-supply limitation where available): Where you acquire services as a “consumer” under the Australian Consumer Law, and the services are not of a kind ordinarily acquired for personal, domestic or household use or consumption, then to the extent permitted by law (including section 64A of the Australian Consumer Law), our liability for a failure to comply with a consumer guarantee is limited, at our option, to:

• supplying the services again; or
• paying the cost of having the services supplied again, to the extent it is fair and reasonable for us to rely on this limitation.

We may update these Terms from time to time.

• For one-off projects, the Terms in effect at the time you accept the relevant Scope Document apply to that project, unless we both agree otherwise in writing.
• For subscriptions, if we make changes that materially affect your rights or obligations, we will provide reasonable notice. If you do not agree to the change, you may cancel your subscription before the updated Terms apply to your next renewal period (subject to clause 8.10).