WebGrowth Pty Ltd
Last updated: 6 October 2026
These Terms of Service (“Terms”) govern the provision of services by WebGrowth PTY LTD (“WebGrowth”, “we”, “us” or “our”), an Australian company operating from Perth, Western Australia, to the person or entity purchasing or receiving our services (“Client”, “you” or “your”).
By accepting a proposal, statement of work, quotation or other service agreement from us, paying an invoice, instructing us to commence work, or otherwise using our services, you agree to these Terms.
If you are accepting these Terms on behalf of a company or other organisation, you confirm that you have authority to bind that organisation.
1. Our Services
WebGrowth provides online marketing and related services, which may include:
- search engine optimisation (“SEO”);
- search engine marketing and paid advertising;
- Google Ads, Meta Ads and other advertising campaign management;
- social media marketing;
- content marketing and copywriting;
- website strategy, design, development or optimisation;
- conversion rate optimisation;
- email and SMS marketing;
- lead generation;
- analytics, tracking and reporting;
- marketing strategy and consulting;
- creative services; and
- other digital marketing services agreed between WebGrowth and the Client.
The specific services we will provide, together with any deliverables, fees, timeframes or other commercial terms, will be set out in a proposal, quotation, statement of work, order form, invoice or other written agreement (“Proposal”).
2. Order of Precedence
These Terms apply to all Services unless we agree otherwise in writing.
If there is an inconsistency between these Terms and a Proposal, the Proposal will prevail in relation to the specific commercial terms of that engagement, including scope, fees, deliverables and term.
Any variation of the legal provisions of these Terms must be expressly agreed to in writing.
3. Scope of Work
We will provide the Services described in the applicable Proposal with reasonable care and skill.
Anything not expressly included in the agreed scope is outside the scope of the Services.
If you request additional services, revisions, campaigns, integrations, meetings or deliverables beyond the agreed scope, we may provide a separate quotation or charge additional fees after obtaining your approval.
We are not required to commence out-of-scope work until the additional scope and associated fees have been agreed.
4. Client Responsibilities
You agree to provide us with the information, materials, approvals, access and cooperation reasonably required for us to perform the Services.
You are responsible for:
a. providing accurate, complete and timely information;
b. providing access to relevant websites, advertising accounts, social media accounts, analytics platforms, CRM systems, hosting services and other systems where required;
c. reviewing and approving materials within reasonable timeframes;
d. ensuring information and claims you provide about your business, products and services are accurate and lawful;
e. obtaining any licences, permissions, consents or approvals required for materials you provide to us;
f. ensuring that your products, services and business activities comply with applicable laws;
g. maintaining appropriate security over your systems and accounts; and
h. promptly notifying us of anything that may materially affect the Services.
We are not responsible for delays or additional costs caused by incomplete information, delayed approvals, inaccessible systems or other circumstances within your control.
Any agreed delivery dates may be reasonably extended where delays are caused by the Client or a third party outside our reasonable control.
5. Client Approvals
Where we submit advertisements, designs, copy, websites, campaigns or other material for your approval, you are responsible for reviewing that material before publication.
Your approval confirms that you are satisfied with the material and, to the best of your knowledge, that factual statements, offers, prices and other claims contained in it are accurate.
Where you have authorised us to manage campaigns without obtaining approval for each individual change, we may make reasonable adjustments within the agreed strategy and scope.
6. Advertising and Marketing Compliance
Both parties must comply with laws applicable to the marketing activities they perform.
Where you provide contact lists, customer information or audience data, you represent that the information has been collected and may be used for the intended marketing activity lawfully.
You must not instruct us to send unsolicited marketing communications, make misleading claims, use unlawfully obtained data, infringe third-party rights or otherwise engage in unlawful marketing practices.
Where email, SMS or similar direct marketing forms part of our Services, we will take reasonable steps within our agreed scope to implement required sender identification, contact details, consent processes and unsubscribe functionality.
The Client remains responsible for the legality and accuracy of its underlying offers, products, services, customer lists and representations concerning its business.
7. Third-Party Platforms
Our Services may depend on third-party platforms and services, including Google, Meta, Microsoft, LinkedIn, TikTok, Shopify, WordPress, hosting providers, email platforms, analytics providers and other technology vendors.
Those services are controlled by third parties and are subject to their own terms, policies, algorithms and technical systems.
WebGrowth does not control and cannot guarantee:
a. the continued availability of a third-party platform;
b. approval of advertisements or accounts;
c. account suspensions or restrictions;
d. changes to algorithms, advertising policies or platform functionality;
e. organic search rankings;
f. advertising costs or auction prices;
g. third-party outages or technical failures; or
h. decisions made by a third-party platform.
We will take commercially reasonable steps to assist with platform issues relating to Services we manage, but we cannot guarantee that a third party will reverse a decision, restore an account or maintain any particular feature or result.
8. Advertising Spend and Third-Party Costs
Unless expressly stated otherwise, WebGrowth’s management fees do not include advertising spend, media spend, software subscriptions, hosting fees, domain registration fees, stock assets, third-party licences or other external costs.
Where possible, advertising spend should be charged directly to the Client by the relevant advertising platform.
If WebGrowth agrees to incur a third-party cost on your behalf, we may require payment in advance.
You are responsible for third-party expenses that you have approved, including expenses already committed or which cannot reasonably be cancelled.
9. Fees and GST
You agree to pay the fees set out in the applicable Proposal or invoice.
Unless expressly stated otherwise, quoted fees are exclusive of GST. Where GST is applicable, GST will be added to the amount payable in accordance with Australian law.
Payment schedules for retainers, projects or other Services will be specified in the relevant Proposal or invoice.
If no payment due date is specified, invoices are due within 7 days of issue.
10. Recurring Services
Where Services are supplied on an ongoing or retainer basis, fees will be invoiced according to the billing cycle specified in the Proposal.
Unless otherwise agreed, ongoing Services continue for the initial term specified in the Proposal and thereafter continue on a month-to-month basis until terminated in accordance with these Terms.
Changes to advertising budgets or third-party spending do not automatically change WebGrowth’s management fees unless agreed between the parties.
11. Overdue Payments
If an invoice becomes overdue, we may provide notice requesting payment.
If payment remains outstanding after a reasonable opportunity to remedy the non-payment, we may suspend some or all Services until the overdue amount is paid.
We may also recover reasonable costs directly incurred in recovering overdue amounts, to the extent permitted by law.
Suspension for non-payment does not relieve you of the obligation to pay fees already due or third-party expenses already incurred.
12. Performance and Marketing Results
Digital marketing involves variables outside WebGrowth’s control.
Unless expressly guaranteed in writing in a Proposal, we do not guarantee any particular:
- search engine ranking;
- number of leads;
- number of sales;
- conversion rate;
- return on advertising spend;
- revenue increase;
- website traffic level;
- cost per click;
- cost per lead;
- audience growth; or
- other commercial result.
Forecasts, projections, estimates, case studies and previous results are provided for informational purposes and are not guarantees of future performance.
Results can be affected by numerous factors, including market conditions, competition, advertising budgets, pricing, website quality, sales processes, customer demand, platform algorithms and decisions made by the Client.
We will nevertheless perform the Services with the level of care and skill required by applicable law.
13. Intellectual Property
13.1 Client Materials
You retain ownership of intellectual property you owned before working with WebGrowth and materials supplied by you to us (“Client Materials”).
You grant WebGrowth a non-exclusive licence to use, reproduce, modify and otherwise deal with Client Materials to the extent reasonably necessary to provide the Services.
You represent that you have the necessary rights to provide Client Materials to us for this purpose.
13.2 WebGrowth Materials
WebGrowth retains ownership of intellectual property created or owned independently of the Client engagement, including our methodologies, processes, systems, know-how, templates, frameworks, software, scripts, tools and reusable materials (“WebGrowth Materials”).
Where WebGrowth Materials are incorporated into a Client deliverable, we grant you a perpetual, non-exclusive licence to use those materials as part of that deliverable for your business purposes after full payment of the relevant fees.
13.3 Client Deliverables
Subject to full payment of all amounts owing for the relevant work, intellectual property in final bespoke deliverables specifically created for the Client will transfer to the Client, except for:
a. WebGrowth Materials;
b. third-party materials;
c. software or assets subject to separate licence terms; and
d. working files, internal drafts, processes or tools not expressly included as deliverables.
Any third-party materials remain subject to the licence terms of their respective owners.
14. Advertising and Platform Accounts
Where practical, advertising, analytics and similar accounts should be established in the Client’s name or business account.
The Client retains its rights in accounts it owns, subject to the relevant platform’s terms.
WebGrowth may connect those accounts to agency management systems or obtain administrative access for the purpose of providing the Services.
On termination and after payment of outstanding amounts, we will reasonably cooperate in removing our access or transferring administrative control of Client-owned accounts where required.
15. Portfolio and Case Studies
Unless you have requested confidentiality in writing, WebGrowth may identify you as a Client and display publicly available work created for you in our portfolio, website, proposals or marketing materials.
We will not disclose confidential commercial information, private campaign data or other Confidential Information through a case study without your permission.
You may ask us in writing not to use your name or work for promotional purposes.
16. Confidentiality
Each party must keep confidential information received from the other party confidential and use it only for purposes connected with the Services.
“Confidential Information” includes non-public commercial, financial, technical, customer, strategy, login and business information.
This obligation does not apply to information that:
a. is already lawfully public;
b. was lawfully known by the receiving party before disclosure;
c. is independently developed without use of the Confidential Information;
d. is lawfully obtained from another source; or
e. must be disclosed by law.
A party required by law to disclose Confidential Information should, where legally permitted, give the other party reasonable notice before disclosure.
17. Privacy and Personal Information
Each party must comply with applicable privacy and data protection laws in connection with the Services.
Where the Privacy Act 1988 (Cth), Australian Privacy Principles or other privacy requirements apply to WebGrowth, we will handle personal information in accordance with those requirements and our applicable Privacy Policy.
Where you provide personal information to us, you must have the legal right to disclose that information to us for the relevant purpose.
If a particular project involves substantial processing of personal information on your behalf, the parties may enter into additional data processing or security terms where appropriate.
18. Account Security
You should provide access to systems using appropriate account-sharing, business manager, delegated user or password-management functionality wherever possible.
You must not knowingly provide us with compromised credentials.
Each party must take reasonable precautions to protect credentials and systems under its control.
If either party becomes aware of a suspected security incident relevant to the Services, that party should notify the other party as soon as reasonably practicable.
19. Contractors and Service Providers
WebGrowth may use employees, contractors, specialist service providers and technology providers to perform parts of the Services.
WebGrowth remains responsible for the Services it has agreed to provide notwithstanding its use of subcontractors, subject to these Terms.
20. Technology and Automated Tools
WebGrowth may use software, automation tools and artificial intelligence-assisted tools in providing the Services where reasonably appropriate.
We will remain responsible for our obligations under these Terms and will take reasonable steps to ensure that use of such tools is consistent with our confidentiality, privacy and security obligations.
The Client should not provide highly sensitive information unless it is reasonably necessary for the Services and appropriate arrangements have been agreed.
21. Changes and Revisions
The number of revisions included in a project will be specified in the Proposal where relevant.
If no revision allowance is specified, we will make a reasonable number of minor revisions necessary to bring the agreed deliverable into line with the approved scope.
Material changes of direction, new concepts, significant additional work or revisions resulting from information supplied after work has commenced may be treated as additional work.
We will notify you before charging material additional fees for such work.
22. Termination
A Proposal may contain an initial minimum term or project period.
Where no fixed term or specific cancellation arrangement has been agreed, either party may terminate ongoing Services by providing 30 days’ written notice.
Either party may terminate an engagement where the other party commits a material breach and fails to remedy that breach within 10 business days after receiving written notice requiring it to do so.
WebGrowth may suspend or terminate Services immediately where continuing the Services would reasonably expose us or another person to unlawful activity, material security risk or serious reputational harm.
Upon termination:
a. you must pay fees for Services performed up to the termination date;
b. you must pay approved or unavoidable third-party costs already incurred or committed;
c. we will cease further work unless otherwise agreed;
d. each party must return or securely deal with the other’s Confidential Information where reasonably requested; and
e. provisions intended by their nature to continue after termination will survive.
23. Refunds
Fees paid for Services already properly performed are generally not refundable merely because the Client changes its mind or decides not to proceed with the remainder of an engagement.
However, nothing in these Terms limits any refund, cancellation, compensation or other remedy you are legally entitled to under the Australian Consumer Law or other applicable law.
Where an engagement ends before completion, any refund or final payment will take into account Services already performed and approved third-party commitments that cannot reasonably be cancelled.
24. Australian Consumer Law
Nothing in these Terms excludes, restricts or modifies any consumer guarantee, right or remedy that cannot lawfully be excluded, restricted or modified, including rights that may arise under the Australian Consumer Law.
Where a guarantee or other statutory right applies and liability can lawfully be limited, our liability will be limited only to the extent permitted by law.
25. Limitation of Liability
Nothing in these Terms limits liability to the extent that doing so would be unlawful.
Subject to that qualification, neither party will be liable to the other for indirect or consequential losses that were not reasonably foreseeable, including loss of opportunity, loss of goodwill or indirect loss of anticipated profit.
Except for Excluded Claims, each party’s total aggregate liability arising from a particular engagement will, to the maximum extent permitted by law, be limited to the total fees paid or payable to WebGrowth under that engagement during the 12 months immediately preceding the event giving rise to the claim or, where the engagement has existed for less than 12 months, the total fees paid or payable under that engagement.
For this clause, “Excluded Claims” include:
a. fraud or wilful misconduct;
b. death or personal injury to the extent caused by negligence;
c. infringement or misappropriation of the other party’s intellectual property rights;
d. breach of confidentiality;
e. liability that cannot lawfully be limited; and
f. the Client’s obligation to pay amounts properly owing under an agreement.
Nothing in this clause reduces any rights that cannot be excluded or limited under the Australian Consumer Law.
26. Responsibility for Materials and Third-Party Claims
Each party is responsible for materials and instructions it supplies.
The Client is responsible for third-party claims arising directly from Client Materials, claims, instructions or products where those matters infringe another person’s rights or breach applicable law, except to the extent the claim was caused by WebGrowth’s modification or misuse of those materials.
WebGrowth is responsible for third-party claims that materials independently created and supplied by WebGrowth infringe another person’s intellectual property rights, except where the claim results from Client Materials, Client instructions or unauthorised modification or use.
A party seeking protection under this clause must promptly notify the other party of the relevant claim and provide reasonable cooperation in responding to it.
27. Suspension of Services
In addition to any other rights under these Terms, we may temporarily suspend Services where reasonably necessary because of:
a. overdue undisputed invoices;
b. unlawful or prohibited Client instructions;
c. a material security risk;
d. a Client breach that materially prevents us from providing the Services; or
e. requirements imposed by law or a relevant third-party platform.
Except where urgent action is reasonably necessary, we will provide notice and a reasonable opportunity to address the issue before suspending Services.
28. Force Majeure
Neither party will be liable for a failure or delay caused by circumstances beyond its reasonable control, including natural disasters, fires, floods, telecommunications failures, widespread internet outages, government action, industrial action, war, civil disturbance or substantial third-party infrastructure failures.
The affected party must take reasonable steps to minimise the impact of the event and resume its obligations when reasonably possible.
This clause does not excuse an obligation to pay an amount already due.
29. Dispute Resolution
If a dispute arises, the parties agree to first attempt to resolve it in good faith through direct discussions.
A party may give the other party written notice describing the dispute.
The parties should then use reasonable efforts to resolve the dispute within 10 business days.
If the dispute remains unresolved, the parties should consider mediation with an independent mediator before commencing court proceedings.
Nothing in this clause prevents either party from seeking urgent interlocutory or injunctive relief or exercising rights that cannot lawfully be restricted.
30. Notices
Notices under these Terms may be sent electronically.
Notices to WebGrowth may be sent to:
WebGrowth PTY LTD
Perth, Western Australia, Australia
Email: contact@webgrowth.com
Notices to the Client may be sent to the most recent email address or contact details provided by the Client.
A party must notify the other party if its relevant contact details change.
31. Relationship Between the Parties
WebGrowth is an independent contractor.
Nothing in these Terms creates an employment relationship, partnership, joint venture, fiduciary relationship or agency between the parties except to the limited extent expressly agreed for the performance of particular Services.
Neither party may bind the other party to an agreement with a third party without authority.
32. Assignment
Neither party may assign its material rights or obligations under an engagement without the other party’s prior written consent, which must not be unreasonably withheld or delayed.
This does not prevent WebGrowth from using subcontractors in accordance with these Terms.
33. Entire Agreement
The applicable Proposal together with these Terms constitutes the agreement between the parties concerning the relevant Services and supersedes prior discussions or representations concerning the same subject matter.
Nothing in this clause excludes liability for fraudulent, misleading or deceptive conduct or any other liability that cannot lawfully be excluded.
34. Changes to These Terms
We may update these Terms from time to time to reflect changes to our business, Services or legal obligations.
Material changes will not retrospectively alter an existing fixed-term engagement unless:
a. the change is required by law;
b. the parties agree to the change; or
c. the applicable Proposal expressly permits the change.
Updated Terms may apply to new engagements and renewals after the updated version is made available to the Client.
35. Waiver
A failure or delay by either party to exercise a right does not waive that right.
A waiver is effective only for the specific matter for which it is given.
36. Severability
If any provision of these Terms is found to be invalid or unenforceable, it will be read down to the minimum extent necessary where possible.
If it cannot be read down, that provision will be severed without affecting the remaining provisions.
37. Governing Law
These Terms and each engagement are governed by the laws of Western Australia, Australia.
Subject to any rights that cannot lawfully be restricted, the parties submit to the jurisdiction of the courts of Western Australia and courts entitled to hear appeals from them.
38. Contact
Questions regarding these Terms may be directed to:
WebGrowth PTY LTD
Perth, Western Australia, Australia
Email: contact@webgrowth.com
