MARKETING CONTRACT
TERMS & CONDITIONS

DIGITAL MARKETING CONTRACT

The parties:

This is a contractual binding agreement (the Contract) between the following two parties:

1. STAVRIDIS GROUP PTY LTD
   ABN: 36 779 434 551 ACN: 102 352 438
   (the Contractor)
2. _______________________________________
   ABN: ___________________________________
   (the Client)

Contract Information:

Type of Digital Marketing Contract is:              Bronze / 5hrs a month / $1100 incl GST a month
Total Amount of Contract Hours:                      Bronze / 60 hrs per annum
Contract Period:                                                   Start date: 1/07/2026  >  End date 30/06/2027
Annual Contract Cost:                                         Bronze / $13,200 incl GST per annum

It is agreed as follows:

1. The Contractor agrees to provide digital marketing services, as outlined in the table of the last page of this Contract, to the best of their ability, using all reasonable skill and care.
2. The Client agrees to pay the service provider the monthly fee of the Contract on the 1st of each month, for the duration of the Contract Period, in accordance with the Contract type.
3. The Contractor will maintain a timesheet that acts as a register of all the work performed (the Timesheet). Time will be deducted for every task performed from the total amount of contract hours.  The Contractor will make every effort to manage the contract time used every month, in order to make the contract run for the Contract Period. However, if frequent requests are made by the Client and more time is used every month than planned, then the Client understands that the total contract hours could run out before the end date; if this happens, the full balance of the invoice is due and payable within 15 days and a contract renewal is due at the same time. 
4. The Client is welcome to request access to the Timesheet for monitoring purposes at any time.
5. The Client understands that the total amount of contract hours is limited, and that any additional hours required beyond this limit will be subject to an additional charge.
6. The Client agrees to cooperate with the Contractor and provide all necessary information and access to the premises required to carry out the services outlined in the Contract.
7. Both parties agree to keep all their communication confidential, and not to disclose any information related to this Contract to any third party without the other party’s prior written consent.
8. Defects:
   1. Within 30 days of receiving a completed deliverable for services provided by the Contractor, the Client must either:
      1. Give written notice of any defect in the deliverable and all necessary information for the Contractor to amend the defect; or
      2. Otherwise, if no notice is received within 30 days, the deliverable will be deemed to have been accepted by the Client.
9. Termination:
   1. 1. Except for the circumstances in [9](b) below, the Contractor and the Client both agree that:
         1. either party may terminate this Contract before the Contract Period has ended on a minimum of 30 days’ notice (Termination Notice);
         2. If the Client terminates this Contract before the end of the Contract Period, the Client must pay an early breakage fee equivalent to 25% of the Annual Contract Cost (paid in the final invoice); and
         3. the Client is required to complete payment of all outstanding invoices raised by the end of the Notice Period, including payment of any outstanding work performed in the Timesheet.
      2. The Contractor may terminate this Contract at any time by giving written notice if:
         1. The Client fails to pay the monthly fee referred to above at [2] 14 days after notice of the fees are provided to the Client; or
         2. the Client commits a material breach of these terms.
      3. If the Client terminates the Contract before the completion of the Contract Period:
         1. The Contractor agrees to handover any outstanding work or products related to its services to the Client in its current state at the time of termination; and
         2. the Contractor agrees to facilitate any handover to the Client as reasonably as necessary, subject to payment of any fees incurred by the Contractor in conducting handover.
10. Liability:
    1. The Contractor will not be held responsible for any harm, financial loss, or costs that result from the actions or neglect of the Client or any external party, such as a web hosting company, third-party software providers or other parties (third parties). This encompasses situations like loss of earnings or disruptions in business operations, as well as cyber-attacks targeting hosting servers or the Client’s hosting accounts.
    2. The Contractor:
       1. does not warrant, guarantee, or represent anything in respect of products by third-parties; and
       2. will have no liability for any third-party products or the Client’s use of them, including any change to third-party products or their user terms.
    3. The Contractor will have no liability for any loss caused to the Client by illegal acts of third parties, including criminal activities, cyber-attacks on the Contractor or other activities reasonably outside the control of the Contractor.
11. The Client warrants that:
    1. It owns, or holds any necessary license of, all intellectual property rights in the data it provides to the Contractor for provision of the services (Client Data); and
    2. In utilising the Client data, the Contractor will not infringe or otherwise conflict with intellectual property rights owned by a third party; and
    3. The Client indemnifies the Contractor from and against any liability arising out of any claim by a third party alleging that the Client Data violates or infringes any intellectual property rights owned by a third party.
12. Dispute resolution:
    1. neither party may commence court proceedings concerning any dispute between the parties arising out of or in connection with this document (Dispute), unless:
       • the party claiming that a Dispute has arisen must notify the other party in writing, specifying the nature of the Dispute (Dispute Notice);
       • following the Dispute Notice being given, the CEO or authorised person of both parties must endeavor to resolve the Dispute within 14 days;
       • if the Dispute is not resolved within 14 days, the parties must endeavor in good faith the resolve the Dispute through mediation, with each party bearing its own costs in relation to mediation;
13. This Contract constitutes the entire agreement between the parties, and supersedes all prior negotiations, understandings, and agreements between the parties, whether oral or written.
14. Amendments: This Contract may not be amended or modified except in writing and signed by both parties.