Terms and Conditions

Tuesday Logic Standard Terms of Business as at 1st August 2025

1. Introduction

These standard terms of business are entered into by and between:

1. Tuesday Logic Pty Ltd registered under the laws of Queensland, Australia, with its principal place of business in Murrumba Downs, Brisbane (“Service Provider”); and
   2. Any client (“Client”) who engages Tuesday Logic for services.

2. Project Description

General overview of the projects/retainers offered by the Service Provider:

• Project/Retainer: Fractional CMO services.
• Purpose/Objective: Marketing consulting.
• Key Outcomes: Strategic guidance and oversight on a part-time, project or retainer basis, to help develop and execute marketing strategies, manage campaigns and analyse data.

3. Scope of Services

The scope of work to be undertaken by the Service Provider, including specific tasks, responsibilities, and any assumptions or limitations can be found within the Client’s proposal.

4. Timeline and Milestones

The timelines and milestones to be undertaken by the Service Provider, including project start dates, major milestones, expected completion dates and any dependencies or potential delays can be found within the Client’s proposal.

5. Fees, Expenses, and Payments

How the Service Provider will be compensated can be found within the Client’s proposal.

• Possible fee structures include: Fixed fee, time-and-materials, or retainer.
• Rate(s): If time-and-materials, the hourly/daily rate for different roles will be provided.

Payment Schedules include: 

• Retainer: a monthly invoice will be generated at the fee agreed on in the Client proposal.
• Project: 50% upfront payment and 50% on completion on the agreed fee within the Client proposal.
• Expenses: the Client is responsible for expenses such as but not limited to: click costs, platform costs. These will be mutually agreed upon prior to the expense being incurred.
• Reimbursable expenses: These may include travel, accommodations etc
• Payment Terms: 14 days after the invoice is generated.

6. Acceptance Criteria

The acceptance process for each deliverable or the overall project:

1. Inspection/Review Period: 10 days for the Client to review, provide feedback or approve a deliverable.
2. Acceptance/Sign-Off: Acceptance is documented by either written confirmation via email, sign-off via Trello or a similar project management system or over a video call.
3. Revisions and Rework: non-urgent reworks will be completed within 5 working days by the Service Provider.  Depending on the complexity of the reworks, urgent reworks will be completed within 24 hours by the Service Provider.
4. Two rounds of revisions will be included on all deliverables. Additional revisions will be charged at a rate of $200+GST per hour unless negotiated otherwise.

7. Change Management

Changes to scope, timeline, or costs will be managed:

• Change Request: either Party may submit a formal request detailing the proposed change and its impact on scope, fees, and timeline.
• Approval Process: changes approved require mutual sign-off.

8. Confidentiality

Each Party agrees to protect and maintain as confidential any sensitive business, technical, or financial information received in connection with the project or retainer.

A separate Non-Disclosure Agreement (NDA) or Mutual NDA (MNDA) can be put in place if required.

9. Intellectual Property (IP) Rights

Ownership and licensing of intellectual property:

• Pre-Existing IP: each Party retains ownership of any IP they had prior to this engagement.
• Newly Created IP: the Client will own newly created marketing materials, strategies, MarTech configurations, or licence arrangements.
• Third-Party Licences: if the project involves third-party software, the Client may need to secure separate licences.

10. Warranties and Disclaimers

Warranties include:

• Performance Warranty: services will be performed in a professional and workmanlike manner, consistent with industry standards.
• Disclaimers: no guarantee of specific results beyond agreed performance obligations, and disclaimers of implied warranties unless required by law.

11. Limitation of Liability

Each Party’s liability is limited:

• Exclusions: no liability for indirect, consequential, or incidental damages.
• Cap on Liability: limited to the total fees paid under the Client’s Proposal.

12. Termination

Conditions under which the Terms may be terminated:

• By Mutual Agreement: both Parties consent in writing with 30-days notice.
• For Breach: if one Party fails to cure a material breach within a specified time, immediate termination can be requested.
• Effects of Termination: the payment for all work completed up to termination date is required, return or destruction of confidential information.

13. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of Queensland, Australia, and the Parties submit to the exclusive jurisdiction of the courts located in Queensland.

14. Miscellaneous

• These Terms represents the entire agreement regarding its subject matter.
• Amendments: Any changes must be in writing and signed by both Parties.
• Notices: official notices will be served by email.

15. Agreement

By engaging the Service Provider, the Parties acknowledge that they have read, understood, and agreed to the terms and conditions set forth.