Terms of Service

1. Engagement and Project Scope

Proposals and quotes: Any formal proposal, project brief, or quote provided via email, our website enquiry form, or a signed agreement outlines the specific scope of work, deliverables, timeline, and associated fees.

Services we offer: Our work may include conversion-focused websites and e-commerce, custom web applications and SaaS products, launch setup and technical deployment (hosting, domains, DNS, business email), and Ongoing Care & Growth plans. The exact services for your project will always be defined in your written agreement.

Scope changes: Requests for additional features, design revisions, integrations, or pages outside the initially agreed scope will be treated as a variation and may incur additional charges at our standard hourly rate or as quoted in writing before work proceeds.

2. Client Obligations and Responsibilities

To deliver your project smoothly and on schedule, you agree to:

• Provide required assets—including copy, high-resolution imagery, brand logos, and media—in a timely manner.
• Furnish necessary third-party access (e.g. domain registrars, hosting dashboards, Stripe or payment accounts, and other integrations) needed for build, testing, and deployment.
• Give clear, constructive, and prompt feedback during design, build, and testing phases.

We are not responsible for project delays resulting from late client communication, missing assets, or delayed approvals.

3. Fees, Billing, and Payments

• Currency: All quotes and invoices are in Australian Dollars (AUD) unless otherwise agreed in writing.
• Custom projects: Unless explicitly agreed otherwise, custom digital projects require a non-refundable upfront deposit before work begins. Remaining milestone payments or the final balance are due as set out in your project agreement and, where stated, prior to live deployment or handover of production credentials.
• Ongoing Care & Growth: Maintenance, security, and ongoing care services are billed in advance on a recurring monthly billing cycle.

4. Late Payments and Suspension of Service

If an invoice remains unpaid past its due date, we may pause active development work, withhold final deployment or source-code handover, or temporarily suspend ongoing maintenance services until payment is received in full.

5. Refunds, Major Failures, and Cancellations

Our services come with guarantees that cannot be excluded under the Australian Consumer Law (ACL).

• Change of mind: We do not offer refunds or cancellations if you simply change your mind after a project milestone has commenced or after an Ongoing Care billing cycle has been processed.
• Service issues: For major failures with a service, you are entitled to cancel your service contract with us and claim a refund for the unused portion, or seek compensation for its reduced value. For minor service issues, we will remedy the issue within a reasonable timeframe.

6. Intellectual Property and Copyright Ownership

• Our work: Upon full and final receipt of payment for your project, ownership of the custom website or application code and design assets created specifically for you transfers to you, subject to any third-party licences embedded in the deliverables (such as open-source libraries, fonts, or stock assets).
• Portfolio use: We retain the right to display screenshots, descriptions, and case studies of completed work in our portfolio, on https://rileylabs.dev, and in marketing materials, unless you and we agree otherwise in writing.
• Your assets: You guarantee that text, graphics, photos, trademarks, or artwork you supply are owned by you or that you have permission to use them. You agree to indemnify us against third-party claims arising from content you provide.

7. Third-Party Software and Integrations

Your website or application may rely on third-party platforms, frameworks, APIs, hosting providers, payment gateways (such as Stripe), form services, plugins, or external software chosen for your project.

We do not control and are not liable for changes, security vulnerabilities, deprecations, service interruptions, or pricing updates initiated by those third-party providers. We will use reasonable skill to configure and integrate these tools, but ongoing compatibility and uptime remain subject to each provider's terms and support.

8. Limitation of Liability

To the maximum extent permitted under Australian law, Mitchell Cooper Riley Callahan trading as Riley Labs will not be liable for any indirect, incidental, special, or consequential damages, including but not limited to:

• Loss of business revenue, profits, data, or goodwill.
• Website or application downtime, server outages, email hosting issues, or third-party service failures.
• Malicious third-party hacking, unauthorised access, or database breaches occurring after launch, except where caused by our failure to meet a non-excludable guarantee under the ACL.

Nothing in these Terms excludes, restricts, or modifies rights or remedies you may have under the ACL or other applicable law that cannot lawfully be excluded.

9. Termination of Ongoing Care Contracts

Either party may terminate an Ongoing Care & Growth plan by providing written notice via email to [email protected] at least 14 days before the next scheduled recurring billing date. Termination does not relieve you of payment for services already rendered or billing periods already due.

10. Governing Law

These Terms are governed by and construed in accordance with the laws of Victoria, Australia. Any legal disputes, claims, or proceedings arising out of or in connection with our services are subject to the exclusive jurisdiction of the courts of Victoria.

Contact Us

For questions, clarifications, or requests regarding these Terms, please contact:

• Legal entity: Mitchell Cooper Riley Callahan t/a Riley Labs
• ABN: 59 158 637 283
• Website: https://rileylabs.dev
• Email: [email protected]