Evosion | Terms and Conditions
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Terms and Conditions

Effective Date: 22 May 2026

These Terms and Conditions (“Terms”) govern the supply of all digital marketing, advertising management, web development, software development, hosting, and related services (“Services”) by Evosion Pty Ltd ABN — trading as Evosion (“Evosion”, “we”, “us”, “our”) to its clients (“you”, “the Client”). By engaging Evosion, accepting a quote, paying a deposit or invoice, signing a proposal, or otherwise instructing us to commence work, you accept and agree to be bound by these Terms in full.

These Terms apply in addition to our Terms of Use and Privacy Policy, and prevail over any conflicting terms issued by the Client (including purchase orders) unless expressly agreed in writing by a director of Evosion.

1. Definitions

  • Advertising Spend means any media budget paid to a third-party advertising platform (including but not limited to Google Ads, Meta/Facebook/Instagram Ads, LinkedIn Ads, TikTok Ads, Microsoft/Bing Ads, YouTube Ads, programmatic networks) whether funded directly by the Client or recharged through Evosion.
  • Deliverables means any tangible or digital output produced by Evosion under an engagement, including websites, applications, code, designs, content, reports, campaigns, ad creatives and configurations.
  • Engagement means a specific scope of Services agreed between the parties, whether via written proposal, statement of work, email confirmation, online checkout, or recurring retainer.
  • Retainer means a recurring monthly Service package with fees billed in advance.
  • Third-Party Services means platforms, plugins, APIs, software, libraries or hosting services not owned by Evosion.

2. Services Provided

Evosion provides a range of digital services including, without limitation:

  • Search Engine Optimisation (SEO) and content marketing
  • Pay-Per-Click (PPC) management — Google Ads, Microsoft Ads, Meta Ads, TikTok Ads, LinkedIn Ads
  • Social media marketing and content production
  • Website design, development, hosting and ongoing support
  • Custom software development, AI automation and integrations
  • Branding, graphic design and creative services
  • Email marketing, marketing automation and CRM configuration
  • Analytics, reporting and conversion tracking

The exact scope, deliverables, timeline and fees for each engagement are set out in the relevant proposal, statement of work, retainer agreement or invoice.

3. Quotes, Proposals and Scope of Work

Quotes and proposals are valid for thirty (30) days from the date of issue unless otherwise stated. All scopes are based on the information provided by the Client at the time of quoting. Work outside the agreed scope (“Out of Scope Work”) will be quoted separately and is not included in the original fee.

Estimates of hours, timeframes or completion dates are provided in good faith but are not guarantees. Delays caused by the Client (including delayed feedback, missing content, missing access credentials, or change requests) extend project timelines accordingly without penalty to Evosion.

4. Fees, Invoicing and Payment Terms

Unless otherwise agreed in writing:

  • Project work: 50% deposit is payable on acceptance of the proposal, with the balance payable on completion or in milestone instalments as defined in the proposal.
  • Retainers: billed monthly in advance on the 1st of each month, with payment due within seven (7) days of invoice.
  • Hosting, domain, software licences and Advertising Spend: billed in advance and are non-refundable once paid.
  • Hourly / ad-hoc work: billed monthly in arrears, payable within seven (7) days.

All fees are quoted in Australian Dollars (AUD) and are exclusive of GST unless explicitly marked “GST inclusive”. GST will be added where applicable.

Payment may be made by direct bank transfer, BPAY, credit card or any other method nominated by Evosion. Credit card and online payment surcharges (where applicable) are payable by the Client.

5. Late Payment and Suspension

If an invoice remains unpaid past its due date:

  • Evosion may suspend all Services (including paused websites, paused ad campaigns, suspended hosting, suspended dashboard access and suspended development work) without further notice and without liability for any resulting loss of business, leads, sales, rankings or campaign performance.
  • Interest may be charged at 10% per annum, calculated daily on the overdue amount.
  • The Client agrees to indemnify Evosion for all reasonable costs of recovery, including legal fees, collection agency fees and court costs.
  • Where the Client is on a retainer, the Client remains liable for all retainer fees during any suspension period unless the engagement is formally cancelled in accordance with clause 13 (Termination).

6. Refund Policy

Refunds are strictly limited and the following conditions apply without exception:

  • No refunds based on performance or results. Evosion provides professional Services on a best-efforts basis. We do not guarantee any specific business outcome, including but not limited to search engine rankings, keyword positions, organic traffic volumes, lead volumes, sales, conversions, return on ad spend (ROAS), cost per acquisition (CPA), follower growth, engagement rates, page-one rankings, indexation, or campaign results. No refund will be issued where the Client is dissatisfied with the performance or commercial results of any Service.
  • No refund of Advertising Spend. Once Advertising Spend has been committed to or charged by any third-party advertising platform (Google, Meta, TikTok, LinkedIn, Microsoft, YouTube, programmatic or otherwise), it is non-refundable by Evosion. Advertising Spend is paid directly to the third-party platform and is governed by that platform’s own terms. Evosion has no ability to recover spent or committed media budget and accepts no liability for it.
  • No refund of management fees once work has commenced. Monthly management fees, retainer fees, setup fees, audit fees, strategy fees, account-build fees and onboarding fees are non-refundable once any work has begun on the Client’s account, including discovery, research, setup, configuration, campaign build, content creation, link-building outreach, or reporting.
  • No refunds for completed work. Once a Deliverable has been produced, delivered, deployed or approved, the associated fee is non-refundable, regardless of whether the Client subsequently uses, abandons, modifies or replaces the Deliverable.
  • No refunds for hosting, domain registration, third-party licences, plugins, themes, stock assets, software subscriptions, SSL certificates, or any pre-paid third-party costs. These are non-refundable from the moment of purchase.
  • No refunds for cancellation mid-cycle. Where the Client cancels a retainer or subscription before the end of a billing period, no pro-rata refund will be issued for the remainder of that period. Services will continue until the end of the paid period.
  • Statutory rights preserved. Nothing in this clause excludes, restricts or modifies any non-excludable right, guarantee or remedy available to the Client under the Australian Consumer Law (Schedule 2 to the Competition and Consumer Act 2010 (Cth)).

7. Advertising Spend — Specific Terms

Where Evosion manages Advertising Spend on the Client’s behalf:

  • The Client authorises Evosion to commit Advertising Spend up to the agreed monthly budget across the approved platforms and campaigns.
  • Advertising Spend is either funded directly by the Client (where the Client’s own billing details are on file with the platform) or recharged by Evosion at cost plus any agreed administration fee.
  • Evosion is not responsible for any over-delivery, platform billing errors, click fraud, invalid traffic, ad disapprovals, account suspensions, or platform policy changes initiated by any third-party advertising platform.
  • Evosion has no obligation to refund, credit, or replace any Advertising Spend that fails to deliver the desired performance, that is rejected by the platform, that is consumed by invalid traffic, or that is lost due to platform downtime, billing errors or policy enforcement.
  • Where Google, Meta or another platform suspends, restricts or terminates the Client’s ad account for breach of platform policy, Evosion will use reasonable efforts to assist with re-instatement but accepts no liability for the suspension or for any business interruption arising from it.

8. Digital Marketing — No Guarantee of Results

Digital marketing outcomes depend on factors beyond Evosion’s control, including search engine algorithms, competitor activity, platform policy changes, market conditions, the Client’s product/pricing, the Client’s website, the Client’s sales process, and the Client’s responsiveness to leads. Evosion does not warrant or guarantee:

  • any specific position, ranking, or impression share in any search engine or advertising platform;
  • any specific volume of traffic, leads, calls, bookings, sales or revenue;
  • any specific cost-per-click, cost-per-lead, cost-per-acquisition or return on ad spend;
  • that any third-party platform will continue to operate, retain features, or maintain pricing during the engagement;
  • that search engine indexation, rich results, or AI-search citations will be granted or retained.

Any forecasts, projections or examples shared during sales conversations or in proposals are illustrative only and do not constitute a guarantee.

9. Web and Software Development

For web and software development engagements:

  • The agreed scope, milestones and deliverables are set out in the proposal or statement of work. Any change to scope (“Change Request”) must be submitted in writing and may attract additional fees and revised timelines.
  • Evosion will use reasonable industry-standard practices, frameworks and third-party libraries. The Client acknowledges that software, plugins, themes and APIs evolve over time and that ongoing maintenance may be required.
  • Final delivery occurs when the Deliverable meets the agreed acceptance criteria or is deployed to the Client’s production environment, whichever is earlier. If the Client does not provide acceptance feedback within fourteen (14) days of delivery, the Deliverable is deemed accepted.
  • Bug fixes for defects in Evosion’s own code are provided free of charge for thirty (30) days post-launch. Issues caused by third-party plugins, hosting, the Client’s content changes, browser updates, or Client-installed extensions are outside this warranty and are billable.
  • Ongoing support, security updates, plugin updates, backups, uptime monitoring and feature additions are not included unless purchased under a separate maintenance or hosting plan.

10. Hosting

Where Evosion provides hosting:

  • Evosion targets 99.5% uptime but does not guarantee uninterrupted service.
  • Scheduled maintenance windows may apply and will be notified where reasonably practicable.
  • Hosting fees are billed in advance and are non-refundable.
  • The Client must not host content that is illegal, infringing, malicious, in breach of Australian law, or that places unreasonable load on shared infrastructure. Evosion may suspend or remove offending content at its sole discretion.
  • Backups are taken on a best-efforts basis. The Client remains responsible for maintaining their own independent backups of critical data.

11. Client Responsibilities

The Client agrees to:

  • provide timely, accurate and complete information, content, access credentials, brand assets, approvals and feedback;
  • respond to all requests for information or approval within five (5) business days, after which Evosion may pause work without penalty;
  • ensure all content, materials and data supplied to Evosion are accurate, lawful, and do not infringe any third party’s rights;
  • maintain valid billing details with any third-party advertising platform where the Client funds Advertising Spend directly;
  • comply with all applicable laws, platform terms of service and advertising standards;
  • follow all reasonable security and account-protection practices, including using strong passwords and enabling two-factor authentication.

12. Intellectual Property

Subject to full payment of all fees:

  • Custom Deliverables produced exclusively for the Client (including custom code, designs and content) are licensed to the Client on a perpetual, worldwide, royalty-free basis for the Client’s own business use upon final payment.
  • Evosion retains ownership of all pre-existing tools, frameworks, libraries, internal methodologies, automation scripts, agent configurations, dashboards, AI prompts, codebases and templates developed by Evosion outside the engagement (“Background IP”). The Client receives a non-exclusive licence to use any Background IP embedded in the Deliverable solely as part of that Deliverable.
  • Until all invoices are paid in full, all IP in any Deliverable remains the property of Evosion.
  • Evosion may showcase the engagement (logo, screenshots, results) in its portfolio, case studies, marketing materials and pitches unless the Client opts out in writing.

13. Termination

Either party may terminate an engagement as follows:

  • Project work: may be cancelled in writing. The Client remains liable for all fees for work performed up to the date of cancellation, plus any third-party costs already committed. Deposits are non-refundable.
  • Retainers: require thirty (30) days’ written notice of cancellation. Retainer fees during the notice period are payable in full, and Services will continue until the end of the notice period.
  • For cause: either party may terminate immediately for material breach that is not remedied within fourteen (14) days of written notice, insolvency, or unlawful conduct.

On termination, the Client must pay all outstanding amounts within seven (7) days. Evosion may withhold delivery of any unpaid Deliverables, source files or access credentials until payment is received in full.

14. Confidentiality

Both parties agree to keep all non-public information disclosed by the other during the engagement confidential and to use it only for the purpose of performing or receiving the Services. This obligation survives termination of the engagement. It does not apply to information that is public knowledge, independently developed, or required to be disclosed by law.

15. Third-Party Services

Evosion uses and integrates with Third-Party Services (Google, Meta, Microsoft, OpenAI, Anthropic, AWS, hosting providers, WordPress and plugin vendors, etc.). Evosion is not responsible for outages, pricing changes, policy changes, feature deprecations, data loss, security incidents, account suspensions, billing errors, or any other action of any Third-Party Service. The Client’s use of any Third-Party Service is governed by that provider’s terms.

16. Limitation of Liability

To the maximum extent permitted by law:

  • Evosion’s total aggregate liability arising out of or in connection with the Services, whether in contract, tort (including negligence), under statute or otherwise, is limited to the total fees actually paid by the Client to Evosion (excluding Advertising Spend and third-party pass-through costs) in the three (3) months immediately preceding the event giving rise to the claim.
  • Evosion is not liable for any indirect, consequential, special, incidental, punitive or exemplary damages, including loss of profits, loss of revenue, loss of business, loss of goodwill, loss of data, loss of opportunity, loss of rankings, loss of leads or business interruption.
  • Evosion is not liable for any loss arising from the act, omission, default, suspension, policy change or insolvency of any third-party advertising platform, hosting provider, plugin vendor, API provider or software vendor.
  • Nothing in these Terms excludes, restricts or modifies any consumer guarantee, right or remedy that cannot lawfully be excluded under the Australian Consumer Law. Where liability cannot be excluded but can be limited, Evosion’s liability is limited (at its option) to re-supplying the Service or paying the cost of having the Service re-supplied.

17. Warranties and Disclaimer

Other than the express warranties in these Terms and any non-excludable consumer guarantees, all warranties (express, implied or statutory) are excluded to the maximum extent permitted by law. Services are provided “as is” and “as available”.

18. Indemnity

The Client indemnifies and holds Evosion harmless against any claim, loss, damage, cost or expense (including legal fees on a solicitor-client basis) arising out of or in connection with:

  • any content, data, instruction or material supplied by the Client;
  • any breach of these Terms by the Client;
  • any breach by the Client of any law, regulation or third-party right (including infringement of intellectual property, defamation, misleading or deceptive conduct, or breach of privacy);
  • any unauthorised access to the Client’s accounts caused by the Client’s failure to maintain credentials securely.

19. Force Majeure

Neither party is liable for any delay or failure to perform caused by events beyond its reasonable control, including acts of God, natural disasters, pandemics, government action, war, civil unrest, internet or telecommunications failure, cyber attack, hosting provider outage, third-party platform outage or denial of service.

20. Variation

Evosion may amend these Terms from time to time. The current version is published at https://evosion.com.au/terms-and-conditions/. Material changes will be notified by email or via the Client dashboard. Continued use of the Services after notification constitutes acceptance.

21. Governing Law and Jurisdiction

These Terms are governed by the laws of New South Wales, Australia. Each party submits to the exclusive jurisdiction of the courts of New South Wales and the federal courts of Australia.

22. General

  • Entire agreement: these Terms (together with the proposal or statement of work) form the entire agreement between the parties and supersede all prior representations.
  • Severability: if any provision is held invalid or unenforceable, the remainder remains in full force.
  • No waiver: no failure or delay by Evosion in enforcing any right is a waiver of that right.
  • Assignment: the Client may not assign these Terms without Evosion’s prior written consent. Evosion may assign these Terms in connection with a sale or restructure of its business.
  • Notices: notices must be sent to support@evosion.com.au or to the Client’s last-notified email address.

23. Contact

Questions about these Terms should be directed to:

Evosion
37B Kettle Street, Leppington NSW 2179, Australia
Phone: 1300 34 34 83
Email: support@evosion.com.au
Web: evosion.com.au