These General Terms and Conditions (“Terms”) govern all services provided by Nicolas Moreno Rivero, trading as WebKreativo (ABN 74 572 796 442), to any client (“Client”). By engaging our services or entering into a Service Agreement, the Client agrees to be bound by these Terms.
(a) “Ad Spend” — the budget paid directly by the Client to a third-party advertising platform such as Meta or Google. Ad Spend is not included in WebKreativo’s fees unless expressly stated in the Service Agreement.
(b) “Australian Consumer Law” or “ACL” — Schedule 2 of the Competition and Consumer Act 2010 (Cth).
(c) “Business Day” — any day that is not a Saturday, Sunday or public holiday in Victoria, Australia.
(d) “Confidential Information” — any information disclosed by one party to the other that is by its nature confidential, including strategies, campaign data, pricing, proposals, client lists, creative materials and technical information.
(e) “Deliverables” — original works, creative materials, designs, reports and other outputs produced by WebKreativo specifically for the Client.
(f) “in writing” — includes email and any other electronic communication that is recorded and can be retrieved for later reference. Formal notices must be given in accordance with clause 22.
(g) “Intellectual Property Rights” — all current and future intellectual property rights, including copyright, trade marks, designs, patents, trade secrets and domain names, whether registered or unregistered.
(h) “Service Agreement” — the document specifying the services, fees and details for a specific engagement, accepted by the Client in accordance with clause 3.
(i) “Services” — digital marketing, advertising management, web design, web maintenance and related digital services.
(a) All fees are stated in Australian dollars (AUD) as set out in the applicable Service Agreement.
(b) WebKreativo is not currently registered for GST, and no GST is payable on our fees. If WebKreativo becomes registered for GST, GST will be added to fees from the date of registration and the Client will be given written notice beforehand.
(c) Recurring services. Fees are due before the commencement of each billing cycle. WebKreativo will not commence work on a billing cycle until payment for that cycle is confirmed. Where payment is not received, the Services are not delivered for that cycle and no charge applies to it.
(d) Project-based services. A deposit of not less than 50% is required upon acceptance, with the balance payable in accordance with the Service Agreement. The final Deliverable will be delivered once all fees have been paid in full. The deposit is non-refundable to the extent of the work performed and the costs incurred by WebKreativo up to the date of cancellation.
(e) Accepted payment methods are bank transfer via PayID or ABN, as specified on the invoice, and credit or debit card via Stripe. No surcharge applies to card payments. Other methods may be agreed in writing.
(f) If an invoice remains unpaid after its due date, WebKreativo may pause work on the affected Services until payment is received. Notice under this clause may be given in any payment reminder or other written communication. Work resumes once payment is confirmed, and timelines are adjusted accordingly. Pausing work under this clause is not a termination, and termination is dealt with in clause 15.
(a) All quotations are provided in writing and are valid for 21 days from the date of issue, unless withdrawn earlier by written notice to the Client.
(b) A quotation is accepted when the Client signs the Service Agreement or communicates written acceptance, whichever occurs first. A quotation that is not accepted within the validity period lapses, and WebKreativo may issue a new quotation on request.
(c) Quotations are confidential. The Client must not disclose a quotation to any third party without WebKreativo’s prior written consent, except that the Client may disclose it to its professional advisers and to its own personnel involved in the decision, provided they are made aware of its confidential nature. This obligation applies for 3 years from the date of issue and does not apply to information covered by any of the exceptions in clause 12(c).
(d) Additional services or scope changes requested after acceptance are outside the original scope and will be separately quoted and invoiced.
(a) All content, images, videos, trade marks and materials provided by the Client remain the property of the Client at all times.
(b) Subject to payment in full, all Intellectual Property Rights in the Deliverables vest in the Client on receipt of that payment. Until payment is received in full, WebKreativo retains all Intellectual Property Rights in the Deliverables.
(c) WebKreativo retains ownership of its pre-existing materials, templates, tools and methodologies, and grants the Client a non-exclusive, perpetual licence to use them as incorporated in the Deliverables for the Client’s ordinary business purposes. The Client may permit its own contractors and service providers to work on the Deliverables, and may transfer this licence to a person who acquires the Client’s business, provided that person agrees to be bound by the terms of this licence.
(d) WebKreativo may include completed work in its portfolio and use it for promotional purposes. This applies despite clause 12, and does not extend to any material the Client has identified in writing as confidential or has asked WebKreativo not to publish.
(e) The Client warrants that any content it provides:
(i) Is owned by or properly licensed to the Client.
(ii) Does not infringe any third-party Intellectual Property Rights.
(iii) Complies with all applicable laws, advertising standards and platform policies.
(f) The Client indemnifies WebKreativo against any claim, loss, damage or reasonable cost arising from a third-party allegation that content supplied by the Client infringes that third party’s rights or breaches any law. This indemnity does not apply to the extent the claim arises from WebKreativo’s own negligence or wilful misconduct.
(a) WebKreativo will provide creative materials, proofs or draft content to the Client for review and approval before publication or before commencing the next project phase.
(b) The Client is responsible for reviewing all materials and providing written approval before WebKreativo proceeds.
(c) By approving any material, the Client confirms that it matches the Client’s requirements and that any content the Client has supplied or specified is accurate and complete. WebKreativo is not liable for errors, omissions or compliance issues in content supplied or specified by the Client. Nothing in this clause limits WebKreativo’s obligation to perform the Services with due care and skill.
(d) Subject to clause 5(e), WebKreativo will not publish or proceed to the next phase until written approval is received.
(e) If the Client does not respond to a review request within 5 Business Days, WebKreativo may send a written reminder. If the Client has not responded within 2 Business Days of that reminder, the material is taken to be approved and WebKreativo may proceed. WebKreativo may instead pause work until a response is received.
(a) As between the parties, all advertising accounts managed by WebKreativo on behalf of the Client, together with all associated data, assets and campaign history, belong to the Client. WebKreativo claims no ownership of or interest in them.
(b) The Client grants WebKreativo the level of account access necessary to perform the Services for the duration of the engagement. The Client retains administrator access to its own accounts at all times.
(c) The Client is responsible for paying Ad Spend directly to the relevant platform. WebKreativo’s fees do not include Ad Spend.
(d) WebKreativo is not responsible for any account suspension, restriction or penalty imposed by an advertising platform as a result of the Client’s content, products or actions.
(e) Where an advertising account has been created under WebKreativo’s business manager or agency account, WebKreativo will, on termination of the Services, transfer that account to the Client or grant the Client ownership of it, so far as the relevant platform permits.
(f) On termination of the Services, WebKreativo will promptly remove its own access from the Client’s accounts, whether or not the Client requests it.
In addition to any obligations set out in a Service Agreement, the Client must:
(a) Pay all fees promptly in accordance with these Terms and the applicable Service Agreement.
(b) Provide WebKreativo with access to all accounts, platforms, assets and materials required to perform the Services, within the timeframes agreed or, if none are agreed, within a reasonable period.
(c) Provide all written content in electronic format, and all images and videos in the formats requested by WebKreativo.
(d) Comply at all times with the terms of service and advertising policies of all relevant platforms. The Client is responsible for any consequences arising from its breach of platform policies.
(e) Ensure that all products, services and materials comply with the Australian Consumer Law and all other applicable laws and regulations.
(f) Promptly inform WebKreativo of any facts or changes that may materially affect the provision of the Services.
(g) Ensure that all information, claims and representations it provides to WebKreativo for use in advertising, on its website or in any other material are accurate, current, substantiated and not misleading.
Any timeframes set out in a Service Agreement are conditional on the Client meeting these obligations. Where a delay is caused by the Client, those timeframes are extended accordingly. Clause 10(d) applies where a project is on hold because the Client has not provided required materials, approvals or responses.
(a) WebKreativo applies professional expertise and data-driven strategies with the aim of improving performance. However, WebKreativo does not guarantee any specific outcome, including leads, sales, conversions, ROAS, impressions, reach, search engine positions or social media followers.
(b) Results depend on factors outside WebKreativo’s control, including market conditions, competition, the Client’s offer and pricing, website quality, consumer behaviour and changes to platform algorithms or policies.
(c) Past performance does not guarantee future results. Any examples of past campaign outcomes are illustrative only.
(d) Nothing in this clause limits WebKreativo’s obligation to perform the Services with due care and skill, or any consumer guarantee under the ACL that cannot be excluded by law.
(a) WebKreativo’s total liability under or in connection with a Service Agreement is limited to the total fees paid by the Client under that Service Agreement in the 12 months preceding the event giving rise to the claim.
(b) WebKreativo excludes all liability for:
(i) Any indirect, consequential, incidental, special or punitive loss, including loss of profits, revenue, data or goodwill.
(ii) Any failure, outage, policy change, ad disapproval or account restriction imposed by any third-party platform, including Meta and Google.
(iii) Any loss arising from errors or omissions in materials supplied or specified by the Client.
(iv) Any loss caused by the Client’s failure to comply with its obligations under these Terms.
(c) Nothing in these Terms excludes any consumer guarantee or other right under the ACL that cannot be excluded by law. Where the ACL applies and the law permits liability to be limited, WebKreativo’s liability is limited, at WebKreativo’s option, to supplying the relevant Services again or paying the cost of having them supplied again.
(d) The Client must notify WebKreativo of any claim within 12 months of becoming aware of the circumstances giving rise to it. WebKreativo has no liability for a claim notified after that period.
(e) Nothing in this clause limits WebKreativo’s liability arising from fraud or wilful misconduct.
(a) Recurring services. The Client may cancel at any time by giving written notice at least 7 days before the start of the next billing cycle. Fees for the current billing cycle are non-refundable. Where notice is given later than 7 days before the next cycle, the cancellation takes effect at the end of that next cycle.
(b) Project-based services. If the Client cancels after work has commenced, the Client is liable for the work performed and the costs incurred by WebKreativo up to the date of cancellation. The deposit is applied against that amount. Where the deposit exceeds it, the difference is refunded to the Client. Where it exceeds the deposit, the difference is invoiced and payable within 14 days.
(c) Except as set out in clause 10(b), WebKreativo does not provide cash refunds, other than where a refund is required by the ACL.
(d) Client delay and project reactivation. If a project is on hold for 15 or more consecutive days because the Client has not provided required materials, approvals or responses, WebKreativo may suspend work on written notice. To resume, the Client must pay WebKreativo’s reasonable costs of re-mobilising the project, which WebKreativo will itemise before work resumes.
(e) If a project remains on hold for more than 60 consecutive days, WebKreativo may terminate the Service Agreement on written notice. On termination under this clause, the Client is liable for the work performed and the costs incurred up to the date of termination, calculated in accordance with clause 10(b), and WebKreativo will deliver the work completed to that date once those amounts have been paid.
(a) Scope changes must be agreed in writing by both parties before implementation.
(b) Variations that increase the scope will be separately quoted and invoiced.
(c) WebKreativo may amend these Terms with at least 14 days’ email notice to active clients. Continued engagement after that period constitutes acceptance of the amended Terms.
(a) Each party will keep the other’s Confidential Information confidential, will not disclose it to any third party without the other party’s written consent, and will not use it for any purpose other than performing or receiving the Services. These obligations apply during the term of any Service Agreement and for 3 years after its termination.
(b) Each party will take reasonable steps to ensure its employees, subcontractors and agents are bound by equivalent confidentiality obligations.
(c) Confidentiality obligations do not apply to information that:
(i) The receiving party has prior written consent from the disclosing party to disclose.
(ii) Is or becomes publicly available without fault of the receiving party.
(iii) Was already known to the receiving party before it was disclosed, without any obligation of confidence.
(iv) Is independently developed by the receiving party without reference to the disclosing party’s Confidential Information.
(v) Is required to be disclosed by law or by order of a court or regulatory authority, in which case the party required to disclose will, where lawful and practicable, notify the other party before making the disclosure.
(d) Nothing in this clause prevents either party from using the general skills, knowledge and experience it retains in unaided memory, provided it does not disclose or otherwise use the other party’s Confidential Information in doing so.
(a) Both parties will comply with the Privacy Act 1988 (Cth) and the Australian Privacy Principles (APPs) in relation to any personal information handled in connection with the Services.
(b) WebKreativo handles personal information in accordance with its Privacy Policy, available at webkreativo.com.au/privacy-policy.
(c) The Client is responsible for obtaining all necessary consents and providing required notices to individuals whose personal information is shared with WebKreativo.
(d) Where WebKreativo handles personal information that is controlled by the Client, WebKreativo will do so only to perform the Services and in accordance with the Client’s lawful instructions, and will not use that information for its own purposes.
(e) If either party becomes aware of a suspected or actual data breach affecting personal information handled in connection with the Services, it will notify the other party within 72 hours of becoming aware. Each party will comply with its own obligations under the Notifiable Data Breaches scheme, and the parties will cooperate in assessing and responding to the breach. Where the breach affects personal information controlled by the Client, the Client is responsible for any notification to affected individuals and to the OAIC, and WebKreativo will provide reasonable assistance.
(f) On termination of a Service Agreement, WebKreativo will, at the Client’s written direction, return or delete the personal information it holds on the Client’s behalf, subject to any information WebKreativo is required by law to retain and to information held in routine backups, which is deleted in the ordinary course of those systems. If the Client gives no direction within 30 days of termination, WebKreativo may delete that information.
(a) Neither party is liable for any delay or failure to perform caused by an event beyond its reasonable control, including acts of God, natural disasters, pandemics, government actions, strikes, terrorism, war, and power or telecommunications outages. The affected party’s obligations are suspended for as long as the event prevents performance.
(b) This clause does not apply to any obligation to pay money.
(c) The affected party must notify the other party as soon as reasonably practicable and take reasonable steps to mitigate the effect of the event.
(d) If a force majeure event continues for more than 30 days, either party may terminate the Service Agreement on written notice, and WebKreativo is entitled to payment for all work performed to that date.
(a) Either party may terminate a Service Agreement in accordance with clause 10 or on the terms set out in the Service Agreement.
(b) Either party may terminate a Service Agreement by written notice if the other party breaches a material term and fails to remedy that breach within 7 Business Days of receiving written notice of it.
(c) Either party may terminate a Service Agreement immediately by written notice if the other party:
(i) Becomes insolvent or is placed in external administration, voluntary administration or liquidation.
(ii) Commits any act of fraud or dishonesty in connection with any Service Agreement.
(d) On termination for any reason:
(i) All fees for work performed to the termination date are immediately due and payable.
(ii) Each party returns or deletes the other’s Confidential Information on request, subject to any information it is required by law to retain and to information held in routine backups, which is deleted in the ordinary course of those systems.
(iii) Clauses 4, 9, 12, 13, 15(d), 16, 17, 18, 19 and 22 survive termination, together with any accrued payment obligations and any other clause that by its nature is intended to survive.
If the Client defaults in payment or materially breaches these Terms, WebKreativo may:
(a) Pause the Services in accordance with clause 2(f).
(b) Withhold delivery of any Deliverables until all outstanding amounts are paid in full.
(c) Terminate the relevant Service Agreement in accordance with clause 15, including any notice and remedy requirements in that clause.
(d) Recover all outstanding amounts and the reasonable costs of collection from the Client. The Client’s obligation to pay amounts already due survives termination.
(a) The Client must not, during the term of any Service Agreement and for the Restraint Period, solicit, recruit or approach any person who is engaged by WebKreativo as an employee, contractor or consultant in connection with the Services, with the intention of engaging that person directly or through another business.
(b) The Restraint Period is the period beginning on the date the last Service Agreement between the parties terminates and ending:
(i) 12 months after that date; or
(ii) if the period in (i) is held to be unenforceable, 6 months after that date; or
(iii) if the period in (ii) is held to be unenforceable, 3 months after that date.
(c) This clause does not prevent the Client from engaging a person who responds to a general advertisement that is not directed at WebKreativo’s personnel.
(a) The parties agree to first attempt to resolve any dispute through good-faith discussions. The party raising the dispute must notify the other in writing, and both parties must meet within 15 Business Days of that notice.
(b) If the dispute is not resolved within 15 Business Days after that meeting, either party may refer it to mediation. The mediator will be agreed between the parties or, failing agreement within 5 Business Days, appointed by the Australian Disputes Centre (ADC). The mediation will be held in Melbourne, Victoria, unless the parties agree otherwise. The parties will share the mediator’s fees equally, and each party will bear its own costs of participating.
(c) If mediation does not resolve the dispute within 30 days of commencement, either party may pursue any available legal remedy, including court proceedings.
(d) This clause does not apply to proceedings brought by either party to recover an amount that is due and payable and that is not genuinely disputed.
(e) Nothing in this clause prevents either party from seeking urgent injunctive relief from a court where appropriate.
(a) The parties agree to first attempt to resolve any dispute through good-faith discussions. The party raising the dispute must notify the other in writing, and both parties must meet within 15 Business Days of that notice.
(b) If the dispute is not resolved within 15 Business Days after that meeting, either party may refer it to mediation. The mediator will be agreed between the parties or, failing agreement within 5 Business Days, appointed by the Australian Disputes Centre (ADC). The mediation will be held in Melbourne, Victoria, unless the parties agree otherwise. The parties will share the mediator’s fees equally, and each party will bear its own costs of participating.
(c) If mediation does not resolve the dispute within 30 days of commencement, either party may pursue any available legal remedy, including court proceedings.
(d) This clause does not apply to proceedings brought by either party to recover an amount that is due and payable and that is not genuinely disputed.
(e) Nothing in this clause prevents either party from seeking urgent injunctive relief from a court where appropriate.
A failure or delay by either party to exercise any right under these Terms does not operate as a waiver of that right. A single or partial exercise of a right does not prevent that party from exercising it again or from exercising any other right. Any waiver must be given in writing to be effective.
If any provision of these Terms is invalid or unenforceable, it is to be read down to the extent necessary to make it valid and enforceable. If it cannot be read down, that provision is severed and the remaining provisions continue in full force and effect.
(a) Formal notices must be in writing and delivered by email to the address notified by the receiving party for that purpose, or to the address set out in the Service Agreement.
(b) An email notice is taken to be received at the time it is sent, unless the sender receives an automated message indicating that it was not delivered. A notice sent outside business hours is taken to be received on the next Business Day.
(c) Each party must notify the other in writing of any change to its contact details. A notice sent to the last notified address is effective until the change is notified.
(a) These Terms, together with the applicable Service Agreement, constitute the entire agreement between the parties and supersede all prior representations, negotiations and agreements.
(b) Nothing in this clause excludes or limits any liability of either party for misleading or deceptive conduct under the Australian Consumer Law.
(c) In the event of any inconsistency, the Service Agreement prevails over these Terms to the extent of the inconsistency.
Effective date: 16 August 2026 | WebKreativo | ABN 74 572 796 442 | Melbourne, Victoria
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