Master Service Agreement and Terms of Service

These terms (the "Terms") govern every engagement between you (the "Client") and Webly Studio Inc. ("Webly", "we", "us"). They apply together with any Statement of Work ("SOW") or Master Services Agreement you sign with us. Please read them in full before you pay. If an SOW conflicts with these Terms, the SOW controls for that engagement.

Acceptance and binding agreement

You accept these Terms by paying an invoice, signing an SOW, or confirming a quote in writing, whichever happens first. Payment of an invoice is a deliberate act that constitutes your legally binding electronic signature and your acceptance of these Terms in full. You confirm that you are authorised to bind the Client, that you have read these Terms, and that you specifically agree to the No Refunds and Chargebacks sections below.

Services and commencement

We provide the services described in your SOW. Because our work is digital and begins immediately, you agree that performance starts as soon as you accept these Terms or make payment, and you waive any cooling-off or cancellation right to the fullest extent permitted by law. You acknowledge that we begin allocating team time, tools, and resources to your engagement right away.

Fees, billing, and payment authorisation

Fees, billing frequency, and payment schedule are set out in your SOW or invoice. By providing a payment method you authorise Webly and our payment processor to charge that method for all fees due, including recurring retainer fees, until the engagement is cancelled in accordance with these Terms. You are responsible for keeping a valid payment method on file. Late or failed payments may pause work and accrue interest at the maximum rate permitted by law.

No refunds

All fees paid to Webly Studio Inc. are final and one hundred percent non-refundable. This applies in every circumstance, including a change of mind, a change of vendor, a change of business strategy, dissatisfaction, non-use of the services, pausing the engagement, or the closure of your business. We do not issue partial refunds, pro-rata refunds, or refunds of retainer or unused hours unless your SOW expressly says otherwise. You acknowledge that this no-refund policy is a material term that you reviewed and accepted before paying, that it is reflected in our pricing, and that you are paying for our time, expertise, and allocated capacity rather than a guaranteed outcome.

Deliverables and acceptance

We deliver our work digitally. Unless your SOW states otherwise, you have five business days from delivery to raise any issue in writing. If you do not raise a written issue within that window, the deliverable is deemed accepted and treated as services rendered in full. Revisions are handled under the revision terms of your SOW.

No guarantee of outcomes

We commit to deliver the work in your SOW to a professional standard. We do not guarantee specific financial outcomes, return on investment, lead volume, bookings, conversions, search rankings, or any platform-specific result. Advertising platforms, algorithms, market conditions, and your own operations are outside our control. Any projections we share are illustrative, not promises.

Dispute resolution comes first

If you are unhappy with anything, you agree to contact us in writing at support@weblystudio.com before taking any other step, and to give us ten business days to investigate and make it right. Most issues are resolved quickly this way. You agree to use this process before initiating any payment dispute or chargeback.

Chargebacks

You agree not to initiate a chargeback, payment dispute, or reversal against Webly for services we have rendered, and to use the dispute-resolution process above instead. Initiating a chargeback in breach of these Terms is itself a material breach of this agreement. The disputed amount remains fully owed, and you agree to reimburse us for the disputed amount, all chargeback, representment, and processing fees, the cost of collection, and our reasonable legal fees. We may immediately suspend or terminate all services and accelerate every amount owed under your engagement. We retain detailed records, including your accepted SOW, your electronic acceptance with date and time, our communications, and the delivered work, and we will present them to the card network and pursue any successful chargeback as a debt, including through collections.

Retainers and cancellation

Monthly retainers require thirty days written notice to cancel. Fees continue through the notice period, and the final period is non-refundable. Unused hours expire at the end of each billing cycle and do not roll over unless your SOW says otherwise.

Recruiting engagements

Specialists you engage through Webly are employed by Webly, not by you. Replacement policy and pricing are governed by your Master Services Agreement, signed at the start of the engagement. Within the first thirty days, replacements are provided at no additional charge. Recruiting fees follow the same no-refund policy set out above.

Limitation of liability

To the fullest extent permitted by law, Webly is not liable for indirect, incidental, consequential, special, or punitive damages, including lost revenue, lost profits, platform suspensions, or business interruption. Our total liability for any claim is capped at the fees you paid us in the three months before the claim arose.

Indemnification

You will indemnify and hold Webly harmless from any claim arising out of the content, materials, accounts, or instructions you provide to us, your use of the deliverables, and any chargeback or dispute you initiate in breach of these Terms.

Governing law and disputes

These Terms are governed by the laws of the State of Delaware, USA, without regard to conflict-of-law principles. Any dispute that is not resolved through the process above will be settled by binding arbitration seated in Delaware, on an individual basis only. You and Webly waive any right to a jury trial and to participate in a class or representative action. Where arbitration does not apply, the state and federal courts of Delaware have exclusive jurisdiction.

Severability and entire agreement

If any provision of these Terms is found unenforceable, the rest remain in full force. These Terms, together with your SOW and any Master Services Agreement, are the entire agreement between us and supersede prior discussions. Electronic acceptance and electronic records are valid, binding, and admissible as evidence.

Questions

Email support@weblystudio.com and we will route you to the right person.