Terms Of Service

Last Updated: 27 January 2026

1. Introduction

Welcome to Studion Labs. These Terms of Service (“Terms”) govern your access to and use of our website and services. Studion Labs is a digital agency providing web application development, API development, digital products, and implementation services using Next.js and Payload CMS for small and medium businesses.

By accessing our website or engaging our services, you agree to be bound by these Terms. If you do not agree to these Terms, please do not use our website or services.

2. Definitions

  • “Client” or “you”: The individual or business entity engaging Studion Labs for services
  • “Services”: Web application development, API development, digital products, and related services provided by Studion Labs
  • “Deliverables”: Any work product, code, designs, documentation, or materials created as part of our Services
  • “Project”: A specific engagement for Services as outlined in a Statement of Work or proposal
  • “Website”: The Studion Labs website and any related online platforms

3. Services

3.1 Scope of Services

Studion Labs provides digital development services including but not limited to:

  • Custom web application development
  • API development and integration
  • Digital product development
  • Implementation using Next.js and Payload CMS
  • Website design and development
  • Maintenance and support services

3.2 Project Agreements

Each Project will be governed by a separate Statement of Work (SOW), proposal, or agreement that outlines:

  • Specific deliverables and requirements
  • Timeline and milestones
  • Pricing and payment terms
  • Any additional terms specific to the Project

In case of conflict between these Terms and a Project agreement, the Project agreement will prevail.

4. Client Responsibilities

As a Client, you agree to:

  • Provide accurate and complete information necessary for the Project
  • Supply required content, assets, and materials in a timely manner
  • Respond to requests for feedback and approvals within agreed timeframes
  • Designate an authorised representative for Project communications
  • Ensure you have the rights to any materials you provide to us
  • Pay all fees in accordance with the agreed payment terms

5. Intellectual Property

5.1 Client Materials

You retain ownership of all materials, content, and intellectual property you provide to us for use in the Project.

5.2 Studion Labs Tools and Methods

We retain ownership of our pre-existing tools, code libraries, frameworks, methodologies, and general knowledge that may be used in delivering the Services.

5.3 Deliverables

Upon full payment of all fees, ownership of custom Deliverables specifically created for your Project transfers to you, except for:

  • Third-party components and open-source software (governed by their respective licences)
  • Our pre-existing tools and methods
  • Generic components that may be reused across projects

5.4 Portfolio Rights

Unless otherwise agreed in writing, we reserve the right to display Deliverables in our portfolio and marketing materials.

6. Payment Terms

6.1 Fees

Fees for Services will be as specified in the relevant Project agreement. Unless otherwise stated:

  • A deposit of 50% is required before work commences
  • Remaining balance is due upon Project completion
  • Ongoing services are billed monthly in advance

6.2 Payment Methods

We accept payment via bank transfer, credit card, or other methods specified in your invoice.

6.3 Late Payments

Late payments may incur:

  • Interest at the rate of 2% per month on outstanding amounts
  • Suspension of Services until payment is received
  • Recovery of reasonable collection costs

6.4 Taxes

All fees are exclusive of GST and other applicable taxes, which will be added to invoices where required.

7. Warranties and Disclaimers

7.1 Our Warranties

We warrant that:

  • Services will be performed with reasonable skill and care
  • Deliverables will substantially conform to agreed specifications
  • We have the right to provide the Services

7.2 Disclaimers

To the maximum extent permitted by law:

  • We do not warrant that Services will be error-free or uninterrupted
  • We do not guarantee specific results, rankings, or business outcomes
  • Third-party services and integrations are provided “as is”

7.3 Consumer Guarantees

Nothing in these Terms excludes, restricts, or modifies any consumer guarantee, right, or remedy conferred by the Australian Consumer Law that cannot be excluded, restricted, or modified.

8. Limitation of Liability

8.1 Maximum Liability

To the maximum extent permitted by law, our total liability to you for any claims arising from or related to these Terms or our Services is limited to the fees paid by you for the specific Project giving rise to the claim.

8.2 Exclusions

We are not liable for any:

  • Indirect, incidental, special, consequential, or punitive damages
  • Loss of profits, revenue, data, or business opportunities
  • Damages arising from your use of third-party services
  • Issues caused by your failure to follow our recommendations or maintain systems

9. Indemnification

You agree to indemnify and hold harmless Studion Labs, its directors, employees, and contractors from any claims, damages, losses, or expenses arising from:

  • Your breach of these Terms
  • Your use of our Services or Deliverables
  • Materials you provide that infringe third-party rights
  • Your violation of any applicable laws

10. Confidentiality

10.1 Confidential Information

Both parties agree to keep confidential any proprietary or sensitive information disclosed during the engagement, including business strategies, technical specifications, and financial information.

10.2 Exclusions

Confidentiality obligations do not apply to information that:

  • Is publicly available through no fault of the receiving party
  • Was known to the receiving party before disclosure
  • Is independently developed by the receiving party
  • Is required to be disclosed by law

11. Term and Termination

11.1 Term

These Terms remain in effect while you use our website or Services.

11.2 Termination for Convenience

Either party may terminate a Project with 30 days’ written notice. Upon termination:

  • You will pay for all Services performed up to the termination date
  • We will deliver any completed work
  • Work in progress will be delivered at our discretion

11.3 Termination for Cause

Either party may terminate immediately if the other party:

  • Materially breaches these Terms and fails to cure within 14 days of notice
  • Becomes insolvent or enters administration

11.4 Effect of Termination

Upon termination, provisions regarding intellectual property, confidentiality, limitation of liability, and indemnification survive.

12. Website Use

12.1 Acceptable Use

When using our Website, you agree not to:

  • Attempt to gain unauthorised access to our systems
  • Introduce malware, viruses, or harmful code
  • Scrape, copy, or reproduce our content without permission
  • Use automated systems to access our Website excessively
  • Engage in any activity that disrupts our services

12.2 User Content

Any content you submit through our Website remains your property, but you grant us a licence to use it for the purposes for which it was submitted.

13. Dispute Resolution

13.1 Good Faith Negotiation

Before initiating formal proceedings, the parties agree to attempt to resolve any dispute through good faith negotiation for a period of at least 21 days.

13.2 Mediation

If negotiation fails, the parties agree to attempt mediation before commencing litigation.

13.3 Governing Law

These Terms are governed by the laws of Victoria, Australia. You agree to submit to the exclusive jurisdiction of the courts of Victoria.

14. General Provisions

14.1 Entire Agreement

These Terms, together with any Project agreements, constitute the entire agreement between you and Studion Labs regarding the subject matter hereof.

14.2 Amendments

We may update these Terms from time to time. Continued use of our website or services constitutes acceptance of updated Terms.

14.3 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

14.4 No Waiver

Our failure to enforce any right or provision of these Terms does not constitute a waiver of that right or provision.

14.5 Assignment

You may not assign your rights under these Terms without our written consent. We may assign our rights to any affiliate or successor.

14.6 Force Majeure

Neither party is liable for delays or failures in performance resulting from circumstances beyond their reasonable control.

14.7 Independent Contractors

The relationship between Studion Labs and Clients is that of independent contractors. Nothing in these Terms creates a partnership, employment, or agency relationship.

15. Contact Us

If you have questions about these Terms, please contact us:

Studion Labs

For all enquiries: noah@studionlabs.com