How these terms work
In shortYour Schedule plus this page equals your Agreement. You accept both by signing the Schedule.
Your Agreement with Marketing Unagency Co has two parts. The first is your Schedule: a short document we prepare for you, naming your business, your package, your fee, your start date and anything we have agreed that is specific to you. The second is these Client Service Terms.
When you sign your Schedule, you accept these Terms as they stand on that date. If your Schedule says something different to this page, the Schedule wins for you. Everything else on this page applies as written.
In these Terms, "we", "us" and "the Agency" mean Marketing Unagency Co, part of Namsyn Group Pty Ltd, ABN 27 692 980 046. "You" and "the Client" mean the business named in your Schedule.
What we do
In shortWe build and run your marketing system inside your own platforms, with a small team working under Nyree's direction.
We provide structured, transparent and ethical tiered marketing services designed to support your goals with full visibility and long-term ownership. Wherever possible, the work is done inside your own platforms so that nothing is lost if we ever part ways.
We work on the values of transparency, responsibility and community. We deliberately keep client numbers low so that you get a responsive, personal service rather than a ticket number.
Who does the work
Nyree Johnson sets the strategy, writes the brief and directs the work. Delivery is carried out by our specialist team, which includes employees and contractors in Australia and overseas. Everyone who touches your work is bound by the same confidentiality obligations we take on in clause 5. We stay responsible to you for the work they do.
How we use AI
We use AI tools to support research, drafting, analysis and reporting. Every piece of work is reviewed by a person before you see it or before it goes live. We do not use AI-generated images in your creative. Where a specific use of AI matters to you, tell us during onboarding and we will record it in your Schedule.
Your package and what sits outside it
In shortYour Schedule lists what is included. Anything not on that list is quoted separately, and nothing extra starts without your written go-ahead.
Your package
The services included in your package are set out in your Schedule. Where your package is an ongoing service, the inclusions are delivered each month for as long as the Agreement continues.
Social media alignment at sign-on
Where your Schedule says a social media alignment is included at sign-on, we provide a one-off refresh at no additional cost so your digital ecosystem feels unified, professional and current. It covers updated profile and cover images where needed, consistent branding across platforms, refreshed About sections and descriptions, tone of voice alignment, and a clean, modern presentation.
Additional project work
Work outside your package is available as one-off, project-based work. Common examples are flyer and signage design, email marketing funnels, technology stack consultation, and business operations and efficiency consultation. All additional work is quoted separately with full transparency, and none of it starts without your written approval.
Ongoing senior strategy direction, where your own team carries out delivery, is provided as our Strategy and Consulting package rather than as one-off work.
Not included unless your Schedule says so
- Advertising spend paid to Meta, Google or any other platform (see clause 3).
- Media costs for radio, print, outdoor or other traditional media. We coordinate these into your system; the media outlet invoices you directly.
- Third-party subscriptions and licences such as your website hosting, domain, email platform, CRM, stock imagery, fonts or music.
- Printing, signage production, photography and videography.
- A new website build, as distinct from ongoing edits, landing pages and conversion tracking.
Fees, invoices and ad spend
In shortYour fee is in your Schedule, plus GST. We invoice on the 15th for the month ahead, due on the 28th. Ad spend is yours, separate, and agreed in writing before a dollar goes out.
Your fee
Your monthly fee is set out in your Schedule and is exclusive of GST. It covers everything listed as included in your package. No work commences until your Schedule is signed and your package confirmed.
Invoicing
Monthly invoices are issued on the 15th of each month for the following month's services and are payable by the 28th of the same month. Where your start date falls mid-month, the first invoice is pro-rated for the portion of the month from your start date to month end, and the standard cycle begins the following month.
Late payment
If payment is not received by the due date, we may pause services until payment is made. Pausing services does not change the terms of this Agreement and does not shorten your notice period. We will always tell you before we pause anything.
Advertising spend
Ad spend is additional to your monthly fee. It is paid by you, from your own payment method attached to your own ad accounts, and managed by us. The amount, the platforms and the mechanism for handling ad spend are agreed with you during onboarding and confirmed in writing before any spend commences. We do not mark up ad spend and we do not hold your money.
Third-party costs
Where a tool or subscription is needed to deliver your services and it is not included in your package, we will tell you the cost first. You pay the provider directly wherever the platform allows it, so the account stays in your name.
Fee reviews
We review fees no more than once a year. If your fee is changing, we give you at least 30 days' written notice before the new fee applies. You are free to end the Agreement under clause 12 if you do not wish to continue at the new fee.
Who owns what
In shortYou own your accounts, your data and every final deliverable. We keep our working files, templates and methods. Neither of us locks the other out.
Your accounts and data
You own and retain full control of all platform accounts from day one, including Meta, Google, your website or landing pages, advertising data, customer data and any associated tools. Every account is held in your name. We do not lock down access or restrict visibility to any asset or account, at any time.
Final deliverables
You own all final deliverables produced under this Agreement once the invoice covering them has been paid. This includes published content, campaign creative, your Brand Book, reports and anything else we hand over as finished work.
Working files and our methods
We retain ownership of working files, drafts, raw creative assets and unused concepts unless your Schedule says otherwise. We also retain our own systems, templates, frameworks, processes and know-how, including anything we developed before or outside your Agreement. We are free to use these for other clients; we never reuse anything that identifies your business or contains your confidential information.
Third-party material
Where a deliverable includes stock imagery, fonts, music or other licensed material, your use of it is subject to that provider's licence. We will use licences that cover your intended use and tell you where a licence has limits.
Your material
Anything you give us stays yours. You give us permission to use it for the purpose of delivering your services, and you confirm you have the right to use it that way.
Confidentiality and your name
In shortYour business stays your business. We do not name you as a client, or show your work, unless you say so in writing.
Confidential information
Both of us agree to keep strictly confidential all non-public information shared under this Agreement, including strategies, customer data, financials, supplier arrangements and creative concepts. This obligation continues for three years after the Agreement ends. It does not apply to information that is already public, that either of us is required by law to disclose, or that the other party agrees in writing can be shared.
Your identity
We do not publicly disclose the identity of our clients or the work performed for them unless you give written permission. You are welcome to share that we support your marketing. We will not claim public credit unless you invite us to.
Insurance
In shortWe carry public liability, professional indemnity, cyber and management liability cover. Ask and we will show you.
We maintain Public Liability Insurance, Professional Indemnity Insurance, Cyber Security and Cyber Liability Insurance, and Management Liability Insurance. Certificates of currency are available on request.
What we each bring
In shortYou give us access, accurate information and timely answers. We give you skilled, careful work and tell you early when something needs you.
You agree to
- Provide timely access to the platforms, accounts, branding assets and materials we need, including Meta, Google Ads, Google Analytics and your website.
- Provide accurate and lawful information, and tell us promptly if something changes.
- Review and respond to content, creative or plans within five business days when we ask for approval. If we do not hear back within that time, we will follow up. Nothing goes live without your approval, but campaign timing may slip while we wait.
- Nominate one person who can give approvals on your behalf.
We agree to
- Provide services with reasonable skill, care and best practice methods.
- Take reasonable steps to protect your access credentials and data.
- Communicate proactively about timelines, approvals and anything we need from you.
- Respond to your messages within one business day during business hours, Monday to Friday, Australian Eastern Standard Time.
Delays in approvals or access may affect delivery and campaign timing. Where a delay on your side means work cannot be delivered in a given month, the fee for that month remains payable.
Approvals and going live
In shortWe agree the plan first. We publish within it. You carry responsibility for what you give us and what you approve.
The plan comes first
Nothing goes live until the marketing plan is agreed with you. Following onboarding, we present the plan for your agreement, and no campaign, advertisement or published content commences before that agreement is given. Once the plan is agreed, we produce and publish within it. You can ask to review individual pieces before they go live at any time, and we will build that into how we work with you.
Content and claims
You are responsible for the accuracy and legality of the information, claims, pricing, images and other material you provide or approve. We are not liable for errors, omissions or legal issues arising from content provided by you or approved by you. Where we believe a claim may breach advertising or consumer law, we will tell you and may decline to publish it.
Email and SMS
Where your package includes email or SMS marketing, you confirm that the people on your lists have consented to receive marketing from you, as the Spam Act 2003 (Cth) requires. We build every campaign with your business identified and a working unsubscribe.
Platforms
We are not responsible for platform outages, algorithm changes, policy decisions, account reviews or suspensions, or other third-party system failures. We will work with you to resolve them where we can.
Results
In shortWe apply best practice and keep optimising. Marketing outcomes depend on factors outside anyone's control, so no one can truthfully guarantee them, and we don't.
We apply best practice strategies and maintain current industry knowledge through ongoing professional development. While we use reasonable skill, care and up-to-date insights, marketing outcomes cannot be guaranteed due to factors outside our control, including your market, your pricing, your capacity to take on the work generated, platform behaviour and the economy. We will continue to optimise and refine the work to maximise performance, and your monthly report will always show you what is and is not working.
Liability and indemnity
In shortOur liability is capped. Neither of us covers the other's indirect losses. Your rights under Australian Consumer Law are untouched.
Australian Consumer Law
Nothing in these Terms excludes, restricts or modifies any guarantee, right or remedy you have under the Australian Consumer Law or any other law that cannot be excluded. Where our liability for breach of such a guarantee can be limited, it is limited to supplying the services again or paying the cost of having them supplied again.
Our liability
Subject to the paragraph above, our total liability to you arising out of or in connection with this Agreement, whether in contract, tort, statute or otherwise, is limited to the total fees you have paid us in the three months immediately before the event giving rise to the claim. Neither of us is liable to the other for loss of profit, loss of revenue, loss of opportunity or any indirect or consequential loss.
Your indemnity
You agree to indemnify us against claims, losses or liabilities brought by a third party that arise from material you provided or approved, from your breach of these Terms, or from your breach of any law in connection with your business. This indemnity is reduced to the extent we caused or contributed to the loss.
Privacy and data
In shortWe use your customer data only to do your work. When we finish, we hand it back and delete our copies.
Each of us will comply with the Privacy Act 1988 (Cth) and the Australian Privacy Principles to the extent they apply to us. We only use personal information about your customers to deliver your services, we only give access to team members who need it for your work, and we take reasonable steps to keep it secure.
Because every account is held in your name, your data already lives with you. When the Agreement ends, we return any copies we hold, then delete them within 30 days, except where we are required by law or by our insurer to keep records of the work.
Our own handling of your contact details is covered by our Privacy Policy.
Term, pausing and ending
In shortMonth to month, no minimum term, 14 days' written notice from either side. When it ends, everything stays with you and we hand over cleanly.
Term
The Agreement begins on the start date in your Schedule. Onboarding takes place after signing, with services commencing as agreed. The Agreement continues month to month with no lock-in contract and no minimum term, until either of us ends it with 14 days' written notice.
Ending early for cause
Either of us may end the Agreement immediately by written notice if the other party commits a serious breach of these Terms that is not fixed within 14 days of being told about it, becomes insolvent, or acts in a way that would bring the other into disrepute.
Pausing
If you need to pause services, for example over a Christmas shutdown, tell us in writing at least 14 days beforehand. We will agree a pause of up to one month in any twelve, with no fee for the paused period and no change to the rest of this Agreement. Longer or more frequent pauses are treated as ending the Agreement, and we welcome you back when you are ready.
When the Agreement ends
- Outstanding invoices remain payable, including fees for the notice period.
- Where you have paid for a period beyond the end date, we refund that portion.
- All final deliverables completed up to the end date are provided to you.
- All platform access, accounts and final assets remain with you, consistent with clause 4.
- Within 14 days of the end date we complete a handover: we document what is running, transfer or cancel any subscriptions held on your behalf as you direct, and remove our access from your accounts.
- Clauses 4, 5, 10 and 14 continue to apply after the Agreement ends.
Changes to these terms
In shortThese Terms live on this page and carry a version and date. If we change them, you hear from us first.
We may update these Terms from time to time. Each version shows its version number and effective date at the top of this page. If a change affects you, we will email your nominated contact at least 30 days before the new version applies to your Agreement. If you continue with the services after that date, the new version applies. If you do not want to continue under the new version, you may end the Agreement under clause 12 before the new version takes effect, and the earlier version applies until then.
Anything specific to you stays in your Schedule, and a change to these Terms never overrides your Schedule.
The general bits
In shortQueensland law, a conversation before anything formal, notices by email, and this page plus your Schedule is the whole deal.
Governing law
This Agreement is governed by the laws of Queensland, Australia. Both of us submit to the non-exclusive jurisdiction of the courts of Queensland.
If something goes wrong
If either of us has a concern, we raise it with the other in writing and meet, by phone or video if needed, within 10 business days to try to resolve it. If that does not work, we agree to attempt mediation in Queensland before either of us starts court proceedings, other than to seek urgent relief.
Our relationship
We are an independent contractor, not your employee, partner or agent, and you are not ours. Neither of us is exclusive to the other, and you are free to engage other providers, though we ask that you tell us so we can avoid duplicated spend or conflicting campaigns.
Notices
Written notice under this Agreement is given by email to the addresses in your Schedule. A notice is taken to be received on the business day it is sent, or the next business day if sent after 5pm or on a weekend or Queensland public holiday.
Entire agreement
Your Schedule and these Terms make up the whole Agreement between us and replace any prior discussions, arrangements or proposals. Variations must be agreed in writing by both of us. If any part of these Terms is found to be invalid or unenforceable, the rest continues to apply. Neither of us may assign the Agreement without the other's written consent, which will not be unreasonably withheld.
Contact
Questions about these Terms go to Nyree Johnson, Founder and Principal, Marketing Unagency Co.
Email [email protected]
Phone +61 488 884 879
Central Queensland, Australia
Marketing Unagency Co is part of Namsyn Group Pty Ltd, ABN 27 692 980 046. Use of the marketingunagencyco.com.au website is covered separately by our Website Terms of Service.