ZENDREX LABS

Zendrex Labs

Client Service Agreement — Website Design, Development & Site Care Services

Version: 2026-10-15.1

1. Parties

This Agreement is made between:

Zendrex Labs (ABN: 89 769 608 452) (“Zendrex”, “we”, “us”) — a web design and development studio operating remotely across Australia.

and

[Client Business Name] (“the Client”, “you”), as identified in the accepted quote referenced below.

This Agreement takes effect from the date the Client accepts it electronically per Clause 13, and applies to the services selected in the Client's quote submission dated [date] (reference: [quote/submission reference]).

Note: Zendrex is identified here only by its registered trading name and ABN — deliberately, per Zendrex's standing anonymity policy. No individual's name appears anywhere in this Agreement or in any client-facing Zendrex material.

2. Services & Scope

Zendrex offers the following website build packages:

A Privacy Policy page is always included at no additional charge and never counts toward a package's page quota, regardless of tier.

Add-ons

The following add-ons may be selected alongside any package, each priced and scoped as follows:

Zendrex will provide the services selected by the Client in their quote submission and confirmed during the discovery process. Anything not described in those documents is outside the scope of this Agreement by default.

Any addition, change of direction, or new requirement raised after the quote is accepted will be handled as a Change Order — scoped and priced separately, and agreed in writing (including by email) before being carried out.

Zendrex does not draft legal documents for the Client. Where a Privacy Policy or other legal document is required for the Client's site, it must be supplied by the Client or the Client's own legal advisor; Zendrex's role is limited to placing that supplied document on the site as directed.

Enterprise & Custom-Scoped Projects

An Enterprise or custom-scoped project (e.g. a custom database integration, a client login portal, or other complex backend architecture) falls outside the standard packages and add-ons described above. Its scope, price, and payment schedule are instead set out in a separate written quote or Statement of Work (“SOW”) specific to that project.

Unless that SOW expressly states otherwise, every other clause of this Agreement — including Intellectual Property (Clause 6), Liability (Clause 10), Confidentiality (Clause 11), and Termination (Clause 12) — still applies to an Enterprise project. The standard two-included-revision-round policy (Clause 4) does not automatically apply to an Enterprise project; its revision terms are set out in the SOW instead, given the wider variation in scope.

Where an Enterprise project involves a system that stores or processes data belonging to the Client's own end users (e.g. a login portal or customer database), the Client is the data controller for that end-user data. Zendrex's responsibility is limited to building — and, where an applicable retainer or support arrangement covers it, maintaining — that infrastructure securely; it does not extend to the Client's own regulatory or legal compliance obligations toward their end users.

3. Payment Terms

Website build projects are payable in two instalments:

Invoices are issued via Stripe Invoicing and may be paid by card, BECS Direct Debit, PayTo, or direct bank transfer/PayID. A discount of 2% is available on the total invoiced amount where payment is made by BECS, PayTo, or direct bank transfer, reflecting Zendrex's lower processing cost for these methods.

Where a Site Care retainer is purchased, retainer fees are billed automatically and recurringly via Stripe Subscriptions to a card held on file — see Clause 9 for full retainer terms, including cancellation.

GST and ABN disclosure

Zendrex is not registered for GST. No GST is charged on any fees under this Agreement, and the prices quoted are the total amounts payable. If Zendrex becomes registered for GST, it will notify the Client in writing before GST is applied to any invoice.

Under Australian taxation law, a business may be required to withhold up to 47% of an invoiced amount over $75 (ex-GST) where no ABN is quoted on that invoice. Zendrex will ensure a valid ABN is quoted on any invoice issued to the Client, and will not issue an invoice of this kind without one. If this position changes prior to an invoice being issued, Zendrex will notify the Client directly.

4. Revision & Dissatisfaction Policy

The general principle governing all work delivered under this Agreement: work that has been delivered as scoped is paid for; work that is not delivered is refunded; and any genuine failure on Zendrex's part to deliver what was agreed will be put right.

Website build revisions: two (2) revision rounds are included. A “revision round” means one consolidated, written batch of feedback submitted in a single request — not an open-ended or ongoing stream of individual change requests. A request to change direction entirely (a different concept, not a fix to the agreed one) is not a revision and will be handled as a Change Order under Clause 2. Once the two included rounds are used, further rounds are chargeable as a Change Order. The Client's written sign-off following the final revision round constitutes final approval for the purposes of Clause 3's balance payment.

Logo styling add-on (if purchased): no revision rounds are included, consistent with this being a fixed-scope styling pass rather than original concept design. If the Client is dissatisfied with the delivered result, Zendrex will provide one redo attempt at no additional charge. If the Client remains dissatisfied after that redo, the matter is considered closed and no further redo or refund will be provided.

Correcting Zendrex's own errors is always free and never counts as a revision round. This covers anything that does not match the approved brief, the Client's supplied content or the agreed scope, as well as broken links, functional bugs and typos introduced by Zendrex. This applies during the build and for 30 days after launch.

All revision and dissatisfaction requests must be submitted in writing (email or the relevant Zendrex form) to be actioned — verbal requests will be confirmed in writing before work proceeds.

5. Non-Responsive Client Policy

Where the Client has paid a deposit but does not provide required information (e.g. a completed discovery form, requested content, or approvals) needed for the project to proceed, Zendrex will follow this process:

Once a project is paused under this clause, the deposit already paid is non-refundable, and no delivery timeline is guaranteed if the Client later resumes contact — the project will be rescheduled into Zendrex's available capacity at that time, not treated as continuing on the original schedule.

6. Intellectual Property

Ownership of the custom design and code produced for the Client transfers to the Client upon receipt of the final (balance) payment in full. Prior to full payment, all work product remains the property of Zendrex. Where Zendrex builds the site free of charge, ownership instead transfers on the Client's written final approval of the completed work.

The Client warrants that they hold the necessary rights to any content, text, images, logos, or other material they supply to Zendrex for use in the project, and agrees to indemnify Zendrex against any third-party claim arising from Zendrex's use of material the Client supplied.

AI-generated imagery (if purchased) is produced using Google's image-generation tools (Gemini / Imagen). This imagery is decorative and generic only — it never depicts real staff, premises, products, or events, and is not represented to the Client's site visitors as a genuine photograph of the business.

Purely AI-generated output with no meaningful human creative contribution may not be protected by copyright at all, under current Australian and international guidance. Zendrex makes no claim to own copyright in this imagery and does not warrant that copyright exists in it to transfer. The Client's right to use the delivered imagery on their site derives from Zendrex's own licence with the image-generation tool at the time of generation — not from an intellectual-property assignment — and remains subject to that tool's own terms of service.

Where a logo styling add-on has been purchased: the delivered file is a web-ready raster asset for on-site use only. No vector master file is provided, and the delivered asset is not licensed or suitable for off-site use (print, signage, business cards, or similar).

7. Portfolio & Case Study Usage Rights

Unless the Client opts out in writing at handover, Zendrex may feature the completed website as a portfolio piece (including screenshots and a general description of the work) once the site is live.

Where a Founding Client discount has been applied to this project, the Client separately and explicitly agrees, as a condition of that discount, that Zendrex may feature the completed project as a named case study and may use a genuine testimonial from the Client once the site is live. This consent is recorded at the time the discount is applied and is specific to Founding Client pricing — it is a different, broader permission than the general portfolio-use right described above.

8. Domain, DNS, Hosting & Business Email

Domain registration

The Client registers and owns their domain at all times, through a registrar of the Client's own choosing, and is solely responsible for paying and renewing it. Zendrex is never the registrant of the Client's domain and does not invoice the Client for domain registration or renewal at any point.

DNS management

Where the Client holds an active Site Care retainer, Zendrex manages the domain's DNS records only — so the domain continues to point correctly at the site — via delegated access the Client grants at their registrar. This does not make Zendrex the domain owner or registrant. Zendrex does not monitor or track the domain's expiry or renewal date on the Client's behalf, on any tier; keeping the domain registration current remains the Client's responsibility at all times.

Without an active retainer, Zendrex does not hold any ongoing DNS access. The Client (or their own developer) manages their domain, DNS, and hosting independently from launch, apart from the optional launch assistance described under Hosting below.

SSL certificates

Unlike domain registration and renewal, SSL certificates for a hosted site are actively managed and renewed by Zendrex, since certificate issuance is tied to Zendrex's hosting infrastructure. This applies only where the Client holds an active Site Care retainer (see Clause 9); without a retainer, hosting — and therefore SSL management — is not provided by Zendrex.

Hosting

With an active Site Care retainer, Zendrex hosts the site as described in Clause 9. Without a retainer, hosting is not included: Zendrex hands over the completed site files to the Client at launch, and the Client arranges and pays for their own hosting from day one.

Optional launch assistance (no retainer): if the Client asks in writing, Zendrex will deploy the completed site to a hosting account the Client owns (Cloudflare Pages, as delivered) and connect it to the Client's domain, for a fixed fee of $150. The fee is invoiced only once the Client has set up that account and given Zendrex access, and the launch proceeds once it is paid. If that access isn't in place within 14 days of the Client's final approval, Zendrex hands over the site files instead and no launch fee is charged. The Client grants Zendrex temporary access to that account, and to the domain's DNS where needed. Zendrex uses that access only to complete the launch, removes it at handover, and keeps no access afterwards. The account, domain and hosting remain the Client's at all times, and the Client is responsible for them from launch.

Business email setup (add-on)

This add-on covers setup of a new business mailbox only. It does not include migrating mail, contacts, or history from an existing mailbox or provider — that is a separately scoped and quoted job.

Contact forms

Where the site includes a contact form, submissions are emailed to the address the Client nominates during discovery, sent through an email account the Client owns. Zendrex does not keep copies of the Client's form submissions. Where the Client chooses the optional spam-protection check (Cloudflare Turnstile, shown to visitors as a quick “I'm not a robot” check), Cloudflare processes limited technical information about each visitor to tell people from bots.

The Client is responsible for monitoring that inbox, responding to enquiries, and covering the form (and any spam-protection check) in the Client's own Privacy Policy. Form delivery relies on third-party hosting and email services, and Zendrex does not guarantee delivery of every message. Where no retainer is held, the form works only on hosting that supports it (Cloudflare Pages, as delivered); if the Client moves the site elsewhere, the form may need to be reconfigured at the Client's cost.

9. Site Care Retainer Terms (if selected)

Where the Client selects an ongoing Site Care retainer, the following applies in addition to Clauses 1–8. Retainer fees are billed automatically, monthly, via Stripe Subscriptions to a card held on file. The Client can view their subscription, switch tiers, or cancel at any time through Stripe's Customer Portal.

The first retainer charge is billed at site launch — when the site actually goes live — not at the point the retainer is selected or the project deposit is paid. There is nothing for a retainer to care for until the site exists and is live, so billing does not begin during the build phase. Monthly charges continue from that launch date on the same billing cycle thereafter.

Essential — $49/mo

Hosting, security patches, uptime monitoring, SSL certificate renewal, DNS management (Clause 8), weekly backups (30-day retention), a monthly automated performance re-check, a monthly check-in, and email support. No content edits are included; ad-hoc minor edits are available at any time for a flat $35 per request.

Growth — $89/mo (Most Popular)

Everything in Essential, plus priority support with a 1-business-day response time, up to 2 minor content edits per month included (processed weekly), daily backups (90-day retention), proactive SSL expiry monitoring, weekly check-ins, and weekly security scans.

Priority — $129/mo

Everything in Growth, plus same-day support response, up to 4 minor content edits per month with same-day turnaround, and first-in-line scheduling for urgent issues.

Excluded from every tier

New pages or design changes are not included on any tier and are quoted separately as project work (see Clause 2). Business email setup is a separate one-time add-on (see Clause 8).

What counts as a “minor edit”

A minor edit is a text change, a price/hours/contact detail update, or swapping one already-sized image. It does not include new sections or layout changes. Updating the text of an existing Privacy Policy, and adding a Privacy Policy page for the first time to a site that did not previously have one, both count as a minor edit — on Growth or Priority they draw from the included monthly edits, and on Essential or where no retainer is held they are billed at the flat $35 rate — since the work involved (placing client-supplied text on a template page) is the same either way.

Zendrex may update what a tier includes going forward, but will not reduce what an existing subscriber is already paying for without the Client's agreement.

Cancellation

The Client may cancel a Site Care retainer at any time via Stripe's Customer Portal. On the Client's first cancellation of a given retainer, the site remains fully hosted for 30 days regardless, and a complete export of the Client's site files is provided automatically at the start of that 30-day window. If the Client has not rejoined a retainer by day 30, hosting stops and the Client uses the already-provided files to self-host.

This 30-day hosted grace period is a one-time courtesy, granted once per Client engagement. Any cancellation after the Client has already received a grace period under this clause — regardless of how many times the retainer has since been resubscribed to, or how many billing cycles have been paid in between — does not grant a further grace period: hosting stops immediately on that cancellation. The Client may still request a fresh export of their site files at any time; only the continued free hosting during a grace window is limited to once.

Switching between tiers takes effect immediately, with billing adjusted automatically on a pro-rata basis by Stripe.

No retainer held

Where the Client does not hold a Site Care retainer, the Client is solely responsible for HTML edits, security patches, and keeping the site current. Hosting is not included — Zendrex hands over the site files at launch and the Client arranges their own hosting from day one, optionally with Zendrex's paid launch help (Clause 8). No ongoing DNS management is provided (Clause 8).

10. Liability

To the maximum extent permitted by law, Zendrex's total liability arising out of or in connection with this Agreement is capped at the total fees actually paid by the Client for the relevant service. Zendrex is not liable for indirect or consequential loss, including loss of profits, data, or business opportunity.

Nothing in this Agreement excludes, restricts, or modifies any consumer guarantee under the Australian Consumer Law that cannot lawfully be excluded.

Any performance, security, or speed claims (including Lighthouse scores or audit findings) reflect the state of the site at the time of delivery or handover. Zendrex is not responsible for any degradation in these results caused by changes the Client makes after handover, by third-party services or plugins, or by events outside Zendrex's reasonable control.

11. Confidentiality & Data Handling

Zendrex collects business and personal information through its quote, discovery, and contact forms solely to deliver the services described in this Agreement. Full detail on what is collected, how long it is retained, and how it can be deleted is set out in Zendrex's separate Privacy Policy.

Zendrex will not use the Client's information for any purpose beyond delivering the engaged services, and will not share the Client's information with, or use it in connection with, any other business Zendrex or its operator conducts, including any business under common ownership.

12. Termination

Either party may terminate this Agreement prior to project completion by written notice. Retainer termination is governed separately by Clause 9 and is not affected by this clause.

If the Client terminates after paying the deposit but before the project is delivered: the deposit is non-refundable (it covers work already performed, administrative cost, and reserved production capacity), and the Client receives whatever work product exists at the time of termination.

If Zendrex terminates without cause before delivery: the deposit is refunded in full, less any documented pass-through costs already incurred on the Client's behalf.

13. Consent & Acceptance

The Client accepts this Agreement electronically, before their deposit invoice is sent, by checking a confirmation box that they have read and agree to this Agreement, together with typing their full name and an automatically recorded date/time stamp. The acceptance record also captures the IP address the acceptance was made from, the version of this Agreement accepted (shown at the top of this page) and the browser's user-agent. This constitutes a valid electronic signature under the Electronic Transactions Act 1999 (Cth) and corresponding state/territory legislation.

The Client is emailed a copy of the acceptance record once acceptance is complete. Zendrex keeps the acceptance record for at least 7 years after the engagement ends, as evidence of the Agreement.

No separate signed PDF is required for this Agreement to take effect, unless either party specifically requests one.

14. Governing Law

This Agreement is governed by the laws of New South Wales, Australia. Each party submits to the non-exclusive jurisdiction of the courts of New South Wales and the courts that may hear appeals from them.

15. Free Website Security & Speed Audit

The Free Website Security & Speed Audit tool available on Zendrex's website is a complimentary, automated diagnostic — it runs a live PageSpeed Insights and security-header scan against the URL supplied and returns the results. Requesting a free audit does not create any client relationship, engagement, or obligation on either party, and this Agreement does not apply to it.

The resulting report reflects only the state of the scanned site at the moment the scan was run, is generated automatically without manual review, and is provided for general informational purposes only — it is not professional security, performance, or legal advice. Zendrex gives no warranty as to the report's accuracy or completeness, and is not liable for any decision made, or not made, in reliance on it.

Contact details submitted to request a free audit are used only to deliver the report and for reasonable follow-up about Zendrex's services, consistent with Zendrex's Privacy Policy.

16. Security Checks

The Client permits Zendrex to run passive, non-intrusive security checks on the site Zendrex built and on its live URL. These are the same kind of requests a web browser makes, such as checking the site's security headers, its SSL certificate and whether any files are exposed that shouldn't be. Zendrex will not log in, attack or try to break into the site, or load-test it.

These checks may be run during the build, at handover and, where the Client holds an active Site Care retainer, for as long as the retainer remains active (they are part of how Zendrex delivers the security patches and weekly security scans described in Clause 9). Where no retainer is held, checks are limited to the period up to handover and 30 days after it, unless the Client asks in writing for them to continue.

Zendrex may also review the source code it delivered to the Client, at any time, for security issues, and will tell the Client about anything serious it finds. Where no retainer is held, this is a courtesy, not an ongoing obligation, and fixing any issue found is the Client's responsibility (see “No retainer held” in Clause 9).

Findings from these checks and reviews are confidential under Clause 11. They are shared only with the Client and are never published, including in any portfolio piece or case study under Clause 7. These checks are separate from the Free Website Security & Speed Audit in Clause 15, which only scans a URL someone submits to it.

The Client may withdraw this permission at any time by notice in writing. While it is withdrawn, Zendrex will not run these checks, and the security scans described in Clause 9 cannot be carried out for the Client's site.