Terms of use

These Terms of Use ("Terms") govern your access to, and use of, the website located at leadably.io and any sub-domains (collectively, the "Site"), and any communications, proposals, content, materials, products, or services offered through the Site (collectively, the "Services"). The Site and Services are operated by Leadably, a sole-trader business registered in Australia ("Leadably", "we", "us" or "our").

Please read these Terms carefully. By accessing or using the Site you agree to be bound by them. If you do not agree, you must stop using the Site immediately.

1. Definitions

• "Content" means all text, graphics, images, audio, video, code, data, design files, layouts, copy, illustrations, case-study materials and any other material published on the Site.
• "Engagement Agreement" means the separate, signed services agreement, statement of work, proposal or invoice that governs a paid engagement between you and Leadably.
• "User Submission" means any information you transmit to us through the Site, including via the contact form or correspondence.
• "You" or "your" means the individual or entity accessing the Site or engaging the Services.

2. Eligibility and acceptance

You must be at least 18 years old (or the age of majority in your jurisdiction, whichever is greater) and capable of forming a legally binding contract to use the Site. If you are using the Site on behalf of an organisation, you warrant that you have authority to bind that organisation to these Terms, and "you" refers to both you and that organisation.

3. Licence to use the Site

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and view the Site for your personal and internal business purposes. This licence does not include the right to:

• copy, reproduce, distribute, publish, broadcast, transmit, sell, re-license, modify, adapt, translate or create derivative works from any Content, except as expressly permitted by these Terms or by applicable law;
• use any data-mining, web-scraping, automated retrieval or similar tools to extract Content;
• frame, mirror, or embed the Site or any Content in another site or application without our prior written consent;
• use the Site or Content to train, fine-tune, evaluate or benchmark any machine-learning model, large language model, dataset or generative-AI system without our prior written consent.

4. Intellectual property

All rights, title and interest in and to the Site and the Content, including all copyright, trade marks, design rights, database rights, patents and other intellectual-property rights, are owned by Leadably or, in the case of client case-study materials, by the relevant client and used with permission. Nothing in these Terms transfers any intellectual-property right to you.

"Leadably", "leadably.io" and the leadably wordmark are unregistered trade marks of Leadably. You may not use them without our prior written consent, except to make a factual reference to our business.

5. Acceptable use

You agree not to use the Site to:

• breach any law, regulation, code of conduct or third-party right;
• impersonate any person or entity, or misrepresent your affiliation with any person or entity;
• submit any content that is unlawful, defamatory, obscene, harassing, discriminatory, threatening, or that infringes the rights of any third party;
• upload viruses, malware, worms, or other harmful code;
• probe, scan, or test the vulnerability of the Site, or breach any security or authentication measure;
• interfere with or disrupt the integrity or performance of the Site, our infrastructure, or any other user's enjoyment of it;
• send unsolicited or unauthorised advertising, promotional material, "junk mail", "spam", or chain letters via the contact form;
• use the Site for any commercial purpose that competes with Leadably, without our prior written consent.

We reserve the right to investigate suspected breaches and to cooperate with law-enforcement authorities. We may suspend or terminate your access to the Site at any time, with or without notice, where we reasonably believe you have breached these Terms.

6. User Submissions

When you provide a User Submission you represent and warrant that:

• the User Submission is accurate, complete and not misleading;
• you own or otherwise control all rights necessary to provide it to us;
• the User Submission does not breach any third-party right, confidentiality obligation or applicable law.

You grant us a non-exclusive, royalty-free, worldwide licence to use the User Submission to the extent reasonably necessary to respond to your enquiry, deliver the Services, and exercise or defend our legal rights. We are not obliged to monitor User Submissions but may remove or refuse to act on any User Submission at our sole discretion.

7. Engagement Agreements take priority

The Site is informational. Nothing on the Site constitutes a binding offer to provide Services. All paid Services are governed by a separate Engagement Agreement that we will provide and that must be signed (or, where permitted, expressly accepted in writing) before any work begins. To the extent of any inconsistency between these Terms and a signed Engagement Agreement covering the same subject matter, the Engagement Agreement prevails.

Pricing tiers, packages, examples and timelines published on the Site are indicative only and may change without notice. Final scope, fees, milestones, ownership and warranties are set out in the Engagement Agreement.

8. Third-party links and services

The Site may contain links to, or integrations with, third-party websites, products and services that are not owned or controlled by us (for example, Vercel, Spline, Google, payment processors, and our hosting and email providers). We do not endorse, control, or accept responsibility for any third-party content, terms, availability or privacy practices. Your use of any third-party site or service is at your own risk and is governed by that third party's terms.

9. Disclaimers and warranties

The Site and any Content are provided on an "as is" and "as available" basis. To the maximum extent permitted by law, and subject to the non-excludable consumer guarantees described in section 10, we make no representations or warranties of any kind, express or implied, regarding the Site or the Content, including without limitation any implied warranty of merchantability, fitness for a particular purpose, non-infringement, accuracy, currency, completeness, security, or uninterrupted operation. We do not warrant that the Site will be error-free, that defects will be corrected, or that the Site or the server that hosts it is free of viruses or other harmful components.

Nothing on the Site is, or should be construed as, legal, accounting, financial, tax, medical or other professional advice. Always seek independent professional advice before relying on any information on the Site.

10. Australian Consumer Law

If you are a "consumer" within the meaning of the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010 (Cth)) ("ACL"), certain non-excludable consumer guarantees apply to the Services. Nothing in these Terms excludes, restricts or modifies any consumer guarantee, right or remedy that cannot lawfully be excluded under the ACL or any equivalent legislation in your jurisdiction.

Where Services we provide are not of a kind ordinarily acquired for personal, domestic or household use or consumption, our liability for failure to comply with a consumer guarantee is limited (at our election and to the extent permitted by section 64A of the ACL) to: supplying the Services again; or paying the cost of having the Services supplied again.

11. Limitation of liability

To the maximum extent permitted by law, and subject to section 10:

• we will not be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, including without limitation loss of profits, revenue, anticipated savings, data, goodwill, opportunity, or business interruption, arising out of or in connection with the Site, the Content, the Services or these Terms, even if we have been advised of the possibility of such damages;
• our total aggregate liability to you for all claims arising out of or in connection with the Site or these Terms (excluding paid Services, which are governed by the Engagement Agreement) is limited to one hundred Australian dollars (AU$100);
• our total aggregate liability for paid Services is limited to the fees actually paid by you to us under the relevant Engagement Agreement in the twelve (12) months preceding the event giving rise to the claim, unless the Engagement Agreement specifies otherwise.

These limitations apply regardless of the legal theory on which the claim is based (contract, tort including negligence, statute, equity or otherwise).

12. Indemnity

To the maximum extent permitted by law, you agree to indemnify, defend and hold harmless Leadably and its officers, employees, contractors, sub-contractors and agents from and against any and all claims, demands, losses, damages, liabilities, costs and expenses (including reasonable legal fees) arising out of or in connection with:

• your breach of these Terms;
• your User Submissions or your use of the Site or Services;
• your violation of any law or third-party right.

13. Termination

We may suspend, restrict or terminate your access to the Site at any time, for any reason, with or without notice. The provisions of these Terms that, by their nature, are intended to survive termination (including sections 4, 9, 10, 11, 12, 15 and 17) will survive.

14. Force majeure

We are not liable for any delay or failure to perform our obligations under these Terms (other than payment obligations) to the extent that the delay or failure is caused by events beyond our reasonable control, including without limitation acts of God, natural disasters, pandemic, war, civil unrest, strikes, embargoes, failure of public or private telecommunication networks, third-party hosting outages, government action, or internet service interruptions.

15. Governing law and jurisdiction

These Terms are governed by, and will be construed in accordance with, the laws of the State of New South Wales, Australia, and the laws of the Commonwealth of Australia applicable there. You irrevocably submit to the exclusive jurisdiction of the courts of New South Wales and the courts of appeal from them in respect of any dispute arising out of or in connection with these Terms, without prejudice to the right of either party to seek interim or injunctive relief in any other competent jurisdiction.

16. Dispute resolution

Before commencing any court proceedings (other than for urgent injunctive or equitable relief), the parties agree to attempt to resolve any dispute by good-faith negotiation. If the dispute is not resolved within 30 days, either party may refer it to mediation administered by the Resolution Institute (Australia) under its Mediation Rules. Each party bears its own costs of the mediation, and the cost of the mediator is shared equally.

17. General

• Entire agreement: these Terms (together with our Privacy Policy and any applicable Engagement Agreement) constitute the entire agreement between you and us in relation to the Site.
• Severability: if any provision of these Terms is held to be invalid or unenforceable, the remaining provisions remain in full force and effect.
• No waiver: a failure or delay by us to enforce any right is not a waiver of that right.
• Assignment: you may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations to a successor in connection with a sale, merger, restructure or similar transaction.
• No agency: nothing in these Terms creates a partnership, joint venture, agency or employment relationship between you and us.
• Notices: any legal notice must be sent in writing to hello@leadably.io and is deemed received the next business day in Sydney, Australia.
• Headings: section headings are for convenience only and do not affect interpretation.

18. Changes to these Terms

We may revise these Terms from time to time. When we do, we will update the "Effective date" at the top of this page and increment the version number. Material changes will be flagged on the Site for at least 30 days. Your continued use of the Site after the effective date constitutes acceptance of the revised Terms.

19. Contact

Questions or notices regarding these Terms should be addressed to hello@leadably.io.

These Terms have been prepared for an Australian sole-trader digital studio. They do not constitute legal advice and should be reviewed by a qualified Australian lawyer before being relied upon in any specific commercial circumstance.