Terms and Conditions

These Terms and Conditions (“Terms”) govern the services that ONEADSPHERE (ABN 59 645 963 842), an Australian business registered for GST, with its office in South Brisbane QLD 4101 (“OneAdsphere”, “we”, “us” or “our”) provides to clients in Australia (“you” or “Client”). By engaging OneAdsphere or accepting a proposal, you agree to these Terms.

1. Services

OneAdsphere provides the AI Conversion Engine (the Pickup System): a managed service that combines paid media (Meta and Google), Voice AI, SMS sequences, an AI chatbot, CRM setup and automation, custom reporting dashboards, landing pages and creative production. Optional engagements include fractional CMO strategy, additional AI agents and website development.

The services, deliverables, timelines and fees for each engagement are set out in a Statement of Work (SOW), proposal or service agreement. These Terms apply to every engagement unless varied in writing.

2. AI Conversion Engine pricing and payment

2.1 Pay per confirmed appointment

AI Conversion Engine engagements are charged per confirmed appointment: AU $150 per confirmed appointment, excluding GST.

This single fee covers dedicated Meta and Google campaign management and the associated ad spend, conversion-built landing pages, the Voice AI agent, the SMS follow-up sequence, the AI chatbot, the Client’s CRM workspace, the booking system and weekly reporting. OneAdsphere funds and manages the Meta and Google ad spend; there is no separate ad-spend charge.

2.2 Confirmed appointment

A “confirmed appointment” is one where: (a) the prospect has answered the qualifying questions agreed in writing between OneAdsphere and the Client at the start of the engagement; (b) the prospect’s answers meet the agreed thresholds; (c) the prospect has agreed to a specific time; and (d) that time has been locked into the Client’s calendar with a confirmation message sent. Appointments that do not meet this definition (wrong region, wrong product, junk submissions, unreachable contacts, prospects outside the agreed thresholds) are not billed.

2.3 Minimum commitment and prepayment

The minimum monthly commitment is set out in each Client’s SOW, typically 20 to 30 confirmed appointments per calendar month, prepaid at the start of each billing period. No setup fee or monthly retainer applies on top of the per-appointment fee.

2.4 Shortfall rollover

If OneAdsphere delivers fewer than the agreed minimum in a calendar month, the shortfall rolls over to the next month and the Client does not lose prepaid credit. Repeated shortfalls for more than two consecutive months will be reviewed jointly.

2.5 No-shows and rebooking

Confirmed appointments are billable once the booking is confirmed in the Client’s calendar. Each one is delivered with supporting evidence, including the AI call recording and transcript. Automated reminders are sent ahead of the appointment. Where a prospect does not attend, follow-up and rebooking are the Client’s responsibility; OneAdsphere will supply the call recording, transcript and verified contact details to help. Subject to the Australian Consumer Law, refunds for no-shows are not offered.

2.6 Qualified leads

Where the Client buys leads, the price is AU $60 per qualified lead, excluding GST, against the criteria agreed in writing. Leads are exclusive to the Client and not resold. Wrong numbers and duplicates are replaced free if the Client replies to the delivery email within 7 days.

2.7 GST

All prices are in Australian dollars and exclude GST. GST at 10% is added to invoices as required by law (business.gov.au).

3. Retainer and project engagements

For growth partnerships, CRM builds, AI agent builds, dashboards, website development, creative production and strategy, fees are set on a retainer or fixed-project basis as agreed in the SOW. Retainer invoices are payable within 7 days of the invoice date unless otherwise agreed in writing.

4. Intellectual property and asset ownership

4.1 The Client owns its assets

On full payment of outstanding fees, the Client owns all assets OneAdsphere builds on its behalf, including advertising accounts, CRM configurations and data, automation workflows, AI agent configurations, custom dashboards, website code and repositories, and creative assets. These are held in the Client’s name from setup wherever platform terms allow.

4.2 Portfolio rights

OneAdsphere may reference the engagement and use anonymised versions of the work (including performance metrics, screenshots and case study summaries) for portfolio, marketing and business development. If the Client is to be named in a published case study, OneAdsphere will seek written approval first.

4.3 OneAdsphere methodology

OneAdsphere keeps ownership of its internal methodologies, frameworks, templates, playbooks and tooling. Nothing in these Terms transfers that intellectual property to the Client.

5. Cancellation and termination

5.1 Notice period

Either party may end an ongoing engagement by giving 30 days’ written notice (email is acceptable).

5.2 Effect of termination

On termination: (a) fees owing for services delivered before the termination date become payable; (b) prepaid but unused credits are refunded pro rata for fully undelivered months; (c) OneAdsphere will cooperate with the Client on an orderly handover of all Client-owned assets within 14 days of the termination date.

5.3 Termination for cause

Either party may terminate immediately by written notice if the other materially breaches these Terms and does not remedy the breach within 14 days of written notice of it.

6. Confidentiality

Each party will keep confidential all non-public information the other discloses in connection with the engagement, and will not disclose it to third parties without prior written consent, except as required by law or as needed to deliver the services.

7. Limitation of liability

Subject to the Australian Consumer Law box at the top of these Terms, and to the maximum extent permitted by law:

• OneAdsphere’s total liability for any claim arising out of or in connection with these Terms or any engagement is limited to the total fees the Client paid OneAdsphere in the three (3) months before the event giving rise to the claim.
• OneAdsphere is not liable for indirect, incidental, special or consequential loss, loss of revenue, profit, data or business opportunity, whether in contract, tort (including negligence) or otherwise.
• OneAdsphere does not guarantee specific advertising results, lead volumes (beyond the shortfall rollover in clause 2.4), conversion rates, revenue or return on ad spend. Advertising performance depends on platform algorithms, market conditions and other factors outside OneAdsphere’s control.

Where the Australian Consumer Law applies to the services, the consumer guarantees include that services are carried out with due care and skill, are fit for the purpose stated and are supplied within a reasonable time where no timeframe was agreed (business.gov.au).

8. Warranties

Each party warrants that: (a) it has the legal right and authority to enter into these Terms; and (b) it will comply with all applicable laws in connection with these Terms.

The Client warrants that any materials, brand assets, content or data it provides do not infringe anyone’s intellectual property rights, and that it has all rights and permissions needed to provide them.

9. Dispute resolution

The parties will try to resolve any dispute through good-faith negotiation before starting legal proceedings. If a dispute is not resolved by negotiation within 20 business days, either party may pursue resolution through the courts.

10. Governing law

These Terms are governed by the laws of Queensland, Australia. Both parties submit to the non-exclusive jurisdiction of the courts of Queensland and the courts that hear appeals from them.

11. Changes

OneAdsphere may update these Terms from time to time. Updated Terms will be posted at oneadsphere.com.au/terms with a new date. Continuing an engagement after notice of updated Terms means accepting the changes.

12. Contact

ONEADSPHERE, ABN 59 645 963 842
Contact: the form on our contact page, or phone 0421 311 308
Office: South Brisbane QLD 4101, Australia

New Zealand clients of One Adsphere Limited: see the New Zealand terms.