TERMS OF SERVICE

1. Acceptance of Terms

By accessing or using our website or engaging our services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, you must not use our website or services.

We reserve the right to modify these Terms at any time. Changes will be effective upon posting to this page. Your continued use of the website or services after changes are posted constitutes acceptance of the modified Terms.

2. Our Services

Bad Pony Pty Ltd provides creative agency services including, but not limited to:

• Brand identity design and development
• Creative direction
• Event production
• Experiential marketing
• Content strategy
• Campaign development

Specific service terms, deliverables, timelines, and fees will be outlined in a separate written agreement, proposal, or statement of work ("Service Agreement") for each engagement.

3. Engagement and Service Agreements

All service engagements are subject to a written Service Agreement between Bad Pony Pty Ltd and the client. In the event of any conflict between these Terms and a Service Agreement, the Service Agreement will prevail to the extent of the inconsistency.

No engagement shall commence until a Service Agreement has been executed by both parties and any required deposits have been received.

4. Fees and Payment

• All fees are quoted in Australian Dollars (AUD) unless otherwise specified
• Fees are exclusive of GST unless expressly stated otherwise
• Payment terms will be outlined in the applicable Service Agreement
• Unless otherwise agreed, invoices are payable within 14 days of the invoice date
• Late payments may incur interest at a rate of 2% per month on the outstanding balance
• We reserve the right to suspend or cease work on a project if payments are overdue

5. Intellectual Property

5.1 Our Intellectual Property

All content on this website, including text, graphics, logos, images, and software, is the property of Bad Pony Pty Ltd or its licensors and is protected by Australian and international copyright, trademark, and intellectual property laws. You may not reproduce, distribute, modify, or create derivative works from any content on this website without our prior written consent.

5.2 Client Work

Unless otherwise agreed in writing in a Service Agreement:

• Upon full payment of all fees, the client will receive a licence to use the final deliverables as specified in the Service Agreement
• Bad Pony Pty Ltd retains ownership of all preliminary work, concepts, drafts, and unused designs
• We reserve the right to display completed work in our portfolio and for promotional purposes, unless a confidentiality agreement is in place

5.3 Third-Party Materials

Where third-party materials (such as stock images, fonts, or software) are used in deliverables, the client is responsible for obtaining and maintaining any required licences for those materials, unless otherwise specified in the Service Agreement.

6. Client Responsibilities

By engaging our services, you agree to:

• Provide accurate, complete, and timely information and materials as reasonably requested
• Respond to feedback requests and approval milestones within agreed timeframes
• Ensure that all materials you provide to us do not infringe any third-party intellectual property rights
• Make payments in accordance with the agreed terms

Delays caused by the client's failure to meet their responsibilities may result in adjusted timelines and additional fees.

7. Revisions and Approvals

The number of included revision rounds will be specified in the Service Agreement. Additional revisions beyond the agreed scope may incur extra charges. Final approval of deliverables by the client constitutes acceptance of the work.

8. Cancellation and Termination

• Either party may terminate a Service Agreement by providing written notice as specified in that agreement
• In the event of client cancellation, fees for work completed to date, plus any committed third-party costs, are payable in full
• We reserve the right to terminate a Service Agreement if the client breaches these Terms or the Service Agreement
• Upon termination, all fees owed to date become immediately payable

9. Limitation of Liability

To the maximum extent permitted by law:

• Bad Pony Pty Ltd's total liability arising from or in connection with our services is limited to the total fees paid by the client for the specific engagement giving rise to the claim
• We are not liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, business opportunities, or goodwill
• We are not liable for any delays or failures in performance resulting from circumstances beyond our reasonable control (force majeure)

Nothing in these Terms excludes, restricts, or modifies any consumer guarantee, right, or remedy conferred by the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010) or any other applicable law that cannot be excluded, restricted, or modified by agreement.

10. Indemnification

You agree to indemnify and hold harmless Bad Pony Pty Ltd, its directors, employees, and contractors from any claims, damages, losses, or expenses (including legal fees) arising from:

• Your breach of these Terms
• Your use of our website or services
• Any materials you provide to us that infringe third-party rights
• Any misrepresentation by you

11. Confidentiality

Both parties agree to keep confidential any proprietary or sensitive information disclosed during the course of the engagement, unless disclosure is required by law or with the prior written consent of the disclosing party. This obligation survives termination of the engagement.

12. Website Use

When using our website, you agree not to:

• Use the website for any unlawful purpose
• Attempt to gain unauthorised access to any part of the website or its systems
• Introduce viruses, malware, or other harmful code
• Scrape, crawl, or otherwise extract data from the website without permission
• Interfere with the proper functioning of the website

We reserve the right to restrict or terminate access to the website at our discretion.

13. Third-Party Links

Our website may contain links to third-party websites or services. We do not control, endorse, or accept responsibility for the content, privacy policies, or practices of any third-party sites. You access third-party sites at your own risk.

14. Warranties and Disclaimers

Our website and its content are provided "as is" and "as available" without warranties of any kind, either express or implied, to the fullest extent permitted by law. We do not warrant that the website will be uninterrupted, error-free, or free of viruses or other harmful components.

We make reasonable efforts to ensure the accuracy of information on our website but do not guarantee that all information is current, complete, or accurate at all times.

15. Governing Law and Jurisdiction

These Terms are governed by the laws of the State of Victoria, Australia. Any disputes arising from these Terms or our services will be subject to the exclusive jurisdiction of the courts of Victoria, Australia.

16. Dispute Resolution

In the event of any dispute, the parties agree to first attempt to resolve the matter through good faith negotiation. If the dispute cannot be resolved within 30 days, either party may refer the matter to mediation before commencing legal proceedings, unless urgent interim relief is required.

17. Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions will continue in full force and effect. The invalid provision will be modified to the minimum extent necessary to make it valid and enforceable.

18. Entire Agreement

These Terms, together with our Privacy Policy and any applicable Service Agreement, constitute the entire agreement between you and Bad Pony Pty Ltd regarding the use of our website and services, and supersede all prior agreements and understandings.

19. Contact Us

If you have any questions about these Terms, please contact us: