Terms and Conditions

1. Definitions

• Webstallion, we, us, our: Webstallion (ABN 42 852 391 887), 159 Epping Road, Macquarie Park NSW 2113. Custom CRMs is a product line of Webstallion, not a separate business.
• Client, you, your: the person or business named in the Quote.
• Quote: the project-specific document we send you (also called a Statement of Work) naming the parties, deliverables, price, payment schedule and dates.
• Services: the work described in the Quote. This may be a website build (Lean, Starter, Growth, Scale or Custom), a Shopify build, custom software or a custom CRM, an SEO plan, or another service we agree to provide.
• Demo: the working version of your site we build and refine with you before launch.
• Deposit: the first payment (50% of the fee), due when you sign the Quote.
• Final Payment: the balance (50%), due before we move the finished site to your domain.
• ACL: the Australian Consumer Law, Schedule 2 to the Competition and Consumer Act 2010 (Cth).

2. How the engagement forms

We talk, then we send you a Quote. A binding engagement forms when the earliest of these happens: you sign the Quote, you pay the deposit invoice, or you confirm in writing (email is enough) that you want us to start. By doing any of those, you confirm you have read and agree to the Quote, the Service Agreement and these Terms.

If the Quote and these Terms conflict, the Quote prevails on project specifics (scope, price, dates) and these Terms prevail on the general legal matters.

3. Fees and payment

Fees are set in the Quote, in Australian Dollars. We are not currently registered for GST, so no GST is charged. If we become registered for GST later, GST will be added and itemised on invoices issued from that point.

One-off projects

Standard payment is 50% deposit when you sign the Quote, and 50% before the finished site moves to your domain. The Quote may set a different split; if it does, the Quote prevails. The deposit is non-refundable (see clause 9).

Recurring services (SEO and similar)

A three-month minimum term, paid in advance (monthly, or the quarter upfront). Either side can end it with 60 days written notice. There is no lock-in beyond the minimum term.

No interest, no penalties

We do not charge late fees or interest. Instead, work is delivered only when you have paid in full. Until the final invoice is paid, the site stays on our own staging address, does not move to your domain, and we may take that staging offline at any time. We hold the code, files and login details until we are paid in full. Payment is by bank transfer to the details on the invoice.

4. Intellectual property

During the build: we own the work in progress. You have a licence to view it and give feedback.

On full payment: ownership of the deliverables passes to you. You own the source code, the content we wrote for the project and the design files outright, with full rights to use, change, host, move and resell. You may move host or developer at any time without our help.

Pre-existing materials: whatever existed before the project stays with whoever owned it. You keep what you supplied. We keep our own frameworks and patterns. Third-party libraries stay under their own licences.

Custom software and CRM: on full payment you own the code and your data. It runs on your own hosting (see the Service Agreement), and we do not hold your live customer data after handover.

If the final invoice is not paid in full: ownership does not transfer. We keep the deliverables and the staged site, do not hand over source files, login credentials or content exports, and may take the staging offline.

Portfolio rights. We may reference the engagement and show the delivered work in our portfolio, case studies, social media and marketing, without disclosing anything you have marked confidential. If you require complete confidentiality (no portfolio use of any kind), ask in writing before the deposit is paid; we may agree, and may charge an additional fee for that exclusivity.

5. Limitation of liability

Subject to clause 7 (Australian Consumer Law), our total aggregate liability to you arising out of or in connection with the Services or these Terms is capped at the total fee you have paid us under the relevant Quote.

We are not liable for any indirect, consequential, incidental or special loss, including loss of profit, revenue, business opportunity or goodwill, loss of data caused by third-party services outside our control, or any third-party claim against you that is not the direct result of our breach.

Nothing in these Terms excludes, restricts or modifies your rights under the Australian Consumer Law or any other rights that cannot be excluded by law.

6. Your indemnities

You agree to indemnify Webstallion against any claim, loss or cost arising from:

• content, materials or photography you supply that infringes a third party's intellectual property, is defamatory, breaches privacy, or breaches advertising or industry rules;
• claims under regulation specific to your business (including AHPRA advertising rules, the Legal Profession Uniform Law, or Tax Practitioners Board rules) where you did not inform us that the rule applied; and
• your use of the deliverables outside the scope of the Quote or in breach of these Terms.

If you operate in a regulated industry, you remain responsible for the compliance of the content you publish. We design and build to industry-aware patterns where we have specialist knowledge, but we are not your regulatory compliance adviser.

7. Australian Consumer Law

Nothing in these Terms excludes, restricts or modifies the consumer guarantees, rights or remedies you may have under the Australian Consumer Law (Schedule 2 to the Competition and Consumer Act 2010 (Cth)), or under any other law, that cannot lawfully be excluded.

Where the Services are supplied to you as a consumer within the meaning of the ACL, our liability for breach of a non-excludable guarantee is, at our option, limited to one of the remedies available under section 64A of the ACL.

8. Referral arrangements

We sometimes point you to third-party tools we use and rate, for example Google Workspace and Shopify. If you sign up through one of our referral links, we may receive a referral credit from that provider. It never changes what you pay us, and we would recommend those tools either way.

9. Cancellation and refund

Before you sign the Quote: either side may walk away. Nothing is payable. We keep any work we have done; you keep anything you supplied.

If you cancel after paying the deposit: the 50% deposit is retained by Webstallion and is not refundable. It represents fair value for the scoping and the build work done up to the point of cancellation. We are not obliged to hand over any further work, source code or login credentials, ownership does not transfer, and the staged site may be taken offline. Your responsibility to pay the final 50% is discharged. This is a fair balance between our reasonable need to be paid for work done and your reasonable need not to be locked into a project you have decided is not the right fit. It does not exclude any non-excludable rights you have under the ACL (clause 7); if a court determines the ACL entitles you to a different outcome, that outcome applies instead, to the extent required by law.

If Webstallion cancels after the deposit (for a reason not caused by you): we refund a fair proportion of the deposit for work not yet delivered, and provide the work completed so far in a usable form.

Material breach by either party entitles the other to terminate on 14 days written notice, where the breach is not cured within that time.

10. Confidentiality

Each party agrees to keep confidential any non-public information about the other party's business, finances, customers or operations that it learns during the engagement, and to use it only to perform the engagement. This does not apply to information that is already public, becomes public through no breach by the receiving party, was already known to it, or must be disclosed by law. These obligations survive for three years after the engagement ends.

11. Privacy

We handle personal information in accordance with the Privacy Act 1988 (Cth) and the Australian Privacy Principles, as described in the Privacy Policy. If the site we build collects personal information from your end users, you remain the data controller for that information and we are a data processor only, to the extent of building and (where agreed) maintaining the collection. You are responsible for your own privacy policy, for obtaining any consents from your end users, and for your own Privacy Act obligations.

12. Force majeure

Neither party is liable for failure or delay in performance caused by events beyond reasonable control, including natural disasters, fire, flood, war, civil unrest, government action, pandemic, or extended outage of essential third-party infrastructure. The affected party will notify the other promptly and the timeline extends by the duration of the event.

13. Disputes

If a dispute arises out of or in connection with the engagement: the party raising it will give the other written notice setting out the issue; the parties will discuss it in good faith for 14 days from the notice; if it is not resolved, they will attend a single mediation session with a mediator nominated by the Resolution Institute within 30 days of failed discussions, each bearing its own costs and sharing the mediator's fee equally; and if mediation does not resolve it, either party may then commence proceedings in a court in New South Wales. Nothing in this clause prevents either party from seeking urgent interlocutory relief (such as an injunction) at any time.

14. Governing law and jurisdiction

These Terms and each Quote are governed by the laws of New South Wales, Australia. The parties submit to the exclusive jurisdiction of the courts of New South Wales.

15. Notices, entire agreement and updates

Notices under these Terms must be in writing and may be given by email (to [email protected] in the case of Webstallion). The Quote, the Service Agreement and these Terms form the entire agreement between you and Webstallion in respect of the Services and replace any prior representations, proposals or discussions on the same subject; any variation must be in writing. The clauses on intellectual property, limitation of liability, indemnity, confidentiality, cancellation and refund, privacy, disputes and governing law survive completion or termination. We may update these Terms from time to time; the version published at this URL on the date your Quote is signed applies to your engagement, and updates do not apply retroactively.

16. Contact