Master Services Agreement Summary
This Master Services Agreement ("Agreement") is entered into by and between Straight Up One ("Provider") and the Agency/Client ("Client"), collectively referred to as the "Parties."
1. Scope of Services
Straight Up One will provide a range of direct and white-label digital marketing and support services to the Agency/Client, including strategy, setup, execution, and reporting. Services covered under this agreement include (but are not limited to):
- Search Engine Optimisation
- Google Ads
- Social Media Management
- Social Media Advertising
- Email Marketing
- Virtual Assistance Resources
- Web Design & Development
- Managed WordPress Hosting
- Adhoc Support
- Marketing Support
Each service is governed by its own detailed terms and conditions, available below:
- Search Engine Optimisation Terms and Conditions
- Google Ads Terms and Conditions
- Social Media Management Terms And Conditions
- Social Media Advertising Terms And Conditions
- Email Marketing Terms And Conditions
- Virtual Assistance Resources Terms And Conditions
- Web Design & Development Terms And Conditions
- Managed WordPress Hosting Terms And Conditions
- Adhoc Support Terms And Conditions
- Marketing Support Terms And Conditions
2. Project Initiation and Acceptance
To facilitate rapid scaling, the Parties agree that new projects or individual End Client campaigns may be initiated by the Provider on behalf of the Agency/Client within the Provider's designated project management platform.
- Confirmation of Terms: For each new project initiated, the Provider will post the specific scope, fees, and applicable service terms in the first comment of the project task or board.
- Binding Agreement: The Agency/Client's written agreement to the project scope, fees, and specific terms must be provided via a reply or formal acceptance of that first comment by an authorised Agency/Client representative. Once agreed, that project shall be governed by this Master Agreement and the specific service terms cited.
3. White-Label Arrangement
Where a white-label arrangement is entered into and Straight Up One supports an Agency/Client in a wholesale capacity, Straight Up One operates solely as a white-label provider. All deliverables and communication are made under the Agency's brand direct with their end user. Straight Up One will not engage with End Clients directly or disclose its involvement at any time.
4. Agency Responsibilities When White Label Arrangement In Place
The Agency agrees to:
- Act as the primary liaison with its End Clients.
- Provide timely access to necessary information and tools.
- Manage all End Client relationships and feedback.
- Process payments to Straight Up One as per agreed terms.
5. Fees and Payment
Service fees are outlined per agreement or invoice. Invoices must be paid in advance or within 7 days unless otherwise arranged. Late payments may attract a 5% monthly fee.
6. Term and Termination
This Agreement operates on a rolling month-to-month basis unless otherwise stated. Either party may terminate with 30 days' written notice. All services delivered up to the termination date must be paid in full.
7. Confidentiality
Both parties agree to protect all sensitive and proprietary information. Straight Up One will maintain strict confidentiality regarding its involvement with any End Client.
8. Performance Disclaimer
Straight Up One does not guarantee specific results such as lead volumes, rankings, or conversions. Performance is influenced by factors outside of Straight Up One's control, including lead quality, client inputs, and market conditions.
9. Limitation of Liability
Straight Up One is not liable for indirect or consequential losses related to its services. The Agency/Client indemnifies Straight Up One from any claims arising from work performed on the Agency/Client's behalf.
10. Intellectual Property
All completed deliverables and materials become the Agency/Client's property upon full payment, and may be used for its End Clients as needed.
11. Governing Law
This Agreement is governed by the laws of Queensland, Australia.
12. Privacy
Both Parties acknowledge and agree that the collection, use, and handling of personal information in connection with this Agreement is governed by Straight Up One's Privacy Policy, which forms part of this Agreement.
13. Entire Agreement
This summary serves as an overview. Each individual service listed above is governed by its respective detailed terms, which together with the Privacy Policy form the complete agreement between the Parties.