1. Parties and agreement
These Client Service Terms are issued by END TO END OPERATIONS PTY LTD (ABN 19 687 417 367, ACN 687 417 367), operating under the EndToEnd Services brand (“Provider”, “we”, “us” or “our”).
The agreement with a client consists of the accepted proposal or service schedule, these terms and any documents expressly incorporated into the proposal. If there is an inconsistency, the proposal or service schedule takes priority to the extent of that inconsistency.
2. Services and scope
We will provide the services described in the accepted proposal with reasonable care and skill. Services may include Amazon, eBay, Shopify or other agreed eCommerce operational support, website design and development, eCommerce website development, SEO, analytics, conversion tracking, maintenance, integrations and related digital services.
Work outside the agreed scope requires written approval and may involve an additional fee, revised timeline or separate proposal. We may use reasonable judgement when performing routine operational tasks within the approved scope.
3. Client responsibilities
The client must:
- provide complete, accurate and timely instructions, content, approvals and information;
- maintain lawful products, business practices, inventory, pricing, licences and platform accounts;
- provide or approve website text, images, branding, policies, product information and other content, and confirm it may lawfully be used;
- obtain any privacy, cookie, marketing or customer consent required for the client’s website, tracking and business activities;
- comply with marketplace policies, consumer law and other applicable requirements;
- nominate an authorised contact who can approve work and decisions;
- review material decisions and notify us promptly of errors or concerns; and
- protect its credentials and provide permission-based access where the platform supports it.
We are not responsible for a delay caused by missing information, approvals, access, inventory or another client dependency.
4. Account access and security
The client authorises us to access the agreed accounts and information only for the contracted services. We will use platform roles, staff accounts or collaborator access where available. The client should retain its primary administrator credentials and must not send passwords through the general website enquiry form.
Each party must promptly notify the other of suspected unauthorised access or a security incident relevant to the services.
5. Fees, GST and invoices
Fees are stated in the proposal and are exclusive of GST unless expressly stated otherwise. GST will be added where applicable.
- Ongoing services: invoiced monthly in advance and payable within seven calendar days of the invoice date.
- One-off projects: unless the proposal states otherwise, 50% is payable before work begins and the balance is payable within seven calendar days of the final or milestone invoice.
- Third-party costs: advertising spend, apps, domains, hosting, themes, plugins, licences, platform charges and other external costs require client approval and are payable by the client.
We may delay commencement until the required initial payment and access have been received.
6. Overdue payments
If an undisputed invoice is overdue, we will provide written notice and a reasonable opportunity to pay. If payment remains outstanding for five business days after that notice, we may suspend affected services until payment is made.
A client must raise a genuine invoice dispute promptly and pay any undisputed amount by the due date. Reasonable recovery costs may be payable where legally permitted and actually incurred.
7. Platforms, search services and no guaranteed outcomes
Amazon, eBay, Shopify and other platforms operate independently and search, analytics and advertising providers such as Google also operate independently. These providers may change policies, features, algorithms, measurement methods, fees or account status. We cannot control or override their decisions.
We do not guarantee sales, rankings, advertising performance, feedback removal, defect removal, appeal success, uninterrupted account or website access, traffic, leads, analytics accuracy or any specific commercial result. We will provide the agreed services with reasonable care and skill and use available, policy-compliant processes.
8. Confidentiality and privacy
Each party must protect the other party’s confidential information and use it only for the agreement, except where disclosure is authorised, necessary to perform the services or required by law.
We will handle personal information consistently with our Privacy Policy, the agreed service scope and applicable law. The client is responsible for ensuring it has a lawful basis to provide or authorise access to information supplied to us.
9. Intellectual property
Each party retains ownership of material it owned before the agreement. The client grants us a limited licence to use its content, branding, data, website assets and materials only to provide the services.
Once all applicable invoices are paid, the client may use final client-specific deliverables created and paid for under the proposal. We retain ownership of our pre-existing tools, templates, processes, methods, know-how and generic materials, while granting the client a non-exclusive licence to use any such material embedded in a paid deliverable for its internal business purposes.
10. Cancellation and termination
Either party may end ongoing services by giving at least 14 calendar days’ written notice. A fixed project may also be cancelled on 14 days’ written notice unless the proposal contains a fair, project-specific arrangement.
On termination, the client must pay for services properly performed up to the effective termination date and any non-cancellable third-party cost approved in writing. Any prepaid amount for services not performed after that date will be refunded or credited, less amounts reasonably attributable to work already performed or approved commitments.
Either party may terminate for a material breach that is not remedied within 10 business days after written notice. Immediate termination may occur where continued service would be unlawful, create a serious security risk or involve fraud or deliberate misuse.
11. Consumer guarantees and liability
Nothing in the agreement excludes, restricts or modifies a consumer guarantee, right or remedy that cannot lawfully be excluded, including under the Australian Consumer Law.
To the extent permitted by law, neither party is liable for indirect or consequential loss that was not reasonably foreseeable. Any limitation or available remedy will be applied only to the extent lawful and reasonable in the circumstances.
12. Events outside reasonable control
A party is not responsible for delay caused by an event outside its reasonable control, including platform outages, internet failures, cyber incidents not caused by that party, government action or natural events. The affected party must notify the other and take reasonable steps to reduce the impact.
13. Dispute resolution
A party raising a dispute must give written details. The parties will first try to resolve it through good-faith discussion between authorised representatives. If unresolved after 10 business days, either party may propose mediation in New South Wales before commencing court proceedings, except where urgent relief is required.
14. General
The Provider is an independent contractor. Neither party may assign the agreement without the other’s consent, which must not be unreasonably withheld, except as part of a genuine business restructure or sale with written notice.
If a provision is invalid or unenforceable, it will be read down or severed to the minimum extent necessary. A failure to enforce a right is not a waiver. Changes to an accepted agreement must be in writing.
The agreement is governed by the laws of New South Wales, Australia. The courts of New South Wales have non-exclusive jurisdiction.
15. Notices and contact
Notices must be sent to the contact details in the proposal. General enquiries may be sent to info@endtoendservices.com.au.