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Legal · Service Agreement

Service Agreement

Last updated: 10 August 2026

All rights reserved

© Onrai Studio. All rights reserved.

This applies to *our* material: the Onrai Studio website, our brand and wordmark, our writing, our design system, and the internal tooling and processes we use across every project. Nothing on this page grants any licence to copy, reproduce, modify, distribute, resell, or reverse-engineer it.

It does not apply to your project. Work we build for a client belongs to that client on final payment — see Section 8. We don't hold your codebase over you, and we don't need to.

Unauthorised use of our brand, our published writing, or our internal tooling may result in legal action under the Copyright Act 1968 (Cth) and other applicable Australian and international intellectual property laws. We take that seriously and we enforce it.

How working with us actually works

Onrai Studio is a service business. When you engage us, you are paying for our team's time, expertise, and craft — design and development hours spent building, refining, and supporting your site. We mention this up front because the relationship works best when it's understood as a collaboration, not a vending machine where you put money in and a "perfect" website pops out the other side.

A useful analogy. Hiring us is closer to commissioning a custom builder than buying an off-the-shelf product. You agree on a scope, we allocate the hours to deliver it, we work side-by-side as we go, and we adjust as ideas land and decisions get tested. That kind of back-and-forth is the whole point — it's how custom work ends up genuinely fitting the business it was made for. We enjoy it, and we want you to enjoy it too.

What we commit to. We bring our skill, our process, our tooling, and our honest effort to every hour you've engaged us for. We work to a professional standard. We listen, we iterate, and we keep making the thing better. Section 2 explains how generously we handle tweaks, changes, and design adjustments during a build — that's not a marketing line, it's how we actually work.

What's fair on both sides. Because we're selling craft and time rather than a packaged product, two simple principles apply:

• Hours worked in good faith are owed. If a project is cancelled mid-build, we invoice for the work we've actually done up to that point — the same way any tradesperson, lawyer, or accountant would. Nothing punitive, nothing surprising; just fair on both sides.
• New requests are discussed, not silently absorbed. If something genuinely new comes up that wasn't in the original scope, we're almost always happy to build it. We just write up the extra hours and timeline first so you can say yes or no with full information. We never quietly add work and then surprise you with an invoice.

Everything else in this document is detail on top of those two principles. If any of it feels unclear or unfair, tell us — we'd rather talk it through over a coffee than have a misunderstanding later.

Engagement summary

This document sets out the terms on which Onrai Studio (ABN 77 808 784 890) provides design, development, and ongoing service to its clients. It is written in plain English so that prospective clients can understand exactly what is being agreed before any work commences.

Your proposal wins. This agreement is the standing background to every engagement. Your project proposal is the specific deal. Where the two disagree — on price, scope, ownership, timing, notice periods, or anything else — the proposal you signed prevails, and this document fills in everything the proposal is silent on. We will never use a clause in here to walk back something we put in front of you.

Pricing structure. Engagements have a one-time build cost, agreed in writing before we start and paid to the schedule set out in your proposal — typically a deposit that books your slot, one or more milestone payments during the build, and a balance at go-live. Once the site is live, an ongoing plan covers support, maintenance and changes at the rate and cadence your proposal states. Clients also bear the cost of any third-party services their site relies on — hosting, eCommerce platforms, AI providers, email, domain registration — which we set up and manage on their behalf, at cost.

Ownership and scope. You own the code, outright, on final payment — see Section 8. Your content is yours from the moment you hand it over, and your third-party accounts are opened in your name. There is no platform fee, no licence to keep renewing, and nothing that switches off if you stop working with us. Any work outside the agreed scope is quoted in writing before it is undertaken. Either party may end the engagement with the notice in Section 10.

If any provision of this agreement is unclear, please raise it with us prior to commencement. We would rather clarify in advance than resolve a misunderstanding later.

1. What we build for you

Every engagement starts with a written scope — agreed in email or a short proposal — that lists exactly what's being built. Typically that includes:

• A custom website (number of pages agreed up front).
• Mobile-responsive design.
• A working contact form.
• Basic on-page SEO setup (titles, descriptions, sitemap, schema).
• Analytics setup so you can see who's visiting.

We want you to love the result, so we're genuinely flexible during the build. The boundary is "reasonable scope," not a stopwatch — see Section 2 for what that means in practice.

2. Tweaks, revisions, and "reasonable scope"

Building a website is collaborative, and we expect changes along the way. Here's how we think about it so nobody feels short-changed and nobody feels nickel-and-dimed.

What's always included (within reason):

• Copy edits, wording changes, and proofreading passes on the pages we've built.
• Colour, font, spacing, and layout tweaks on the agreed pages.
• Swapping out images, icons, or sections for ones you prefer.
• Polishing animations, hover states, and small interactions.
• A few rounds of back-and-forth on each page until you're happy with it.

What counts as out of scope (and gets quoted separately):

• New pages beyond the number agreed in your scope.
• New features or sections that weren't in the original brief (e.g. a booking system, a member login, a custom calculator).
• Full redesigns after you've already approved a direction — starting over from a blank canvas.
• Brand or logo work, photography, or copywriting written from scratch.
• Third-party integrations that need new accounts, API keys, or paid plans.

Out of scope doesn't mean no. Anything in the "out of scope" list above can absolutely be added to your build — we just need to discuss it, agree the impact on cost and timeline, and capture it in writing before we start. New requests are welcome at any point during the build (or after launch). The only thing we won't do is silently absorb out-of-scope work and surprise you with an invoice later.

The rule of thumb. If a change makes the existing thing better, it's a tweak — included. If it adds something new the scope didn't account for, it's a new feature — discussed, quoted, agreed, then built. We'll always tell you which side of the line a request falls on before we start work.

3. What we don't build (unless quoted)

Unless your proposal lists it, a standard build does not include:

• Logo design, brand identity, or photography.
• Copywriting beyond light editing of content you supply.
• Ongoing paid ads management or full SEO consulting.
• Loading and maintaining your content after launch, beyond the first migration and the training session.
• Third-party platform fees (you cover the platform's own subscription — see Section 4c).

Custom backends, databases, admin dashboards and third-party integrations are things we build — they're a large part of what we do. They just have to be scoped and priced in your proposal rather than assumed, because they're the difference between a two-week job and a six-week one.

Anything above is available as an add-on. We give you a written quote first so you can say yes or no.

4. Pricing & payment

Pricing is split into three buckets so you always know what you're paying for and why.

a) Build cost.
A one-time cost for the design and development work. The amount and the payment schedule are agreed in writing before we start, and set out in your proposal — typically a deposit that books your slot, one or more milestone payments tied to something you can actually see working, and a balance at go-live. You pay for work as it lands, not for promises.

The build cost is fixed once agreed — it does not change mid-project unless the scope itself changes (in which case Section 2 applies and a written variation is issued). If a phase takes us longer than we planned, that's our cost, not your invoice.

b) Ongoing plan.
Once your site is live, an ongoing plan covers support, maintenance, security updates, monitoring, and the included time listed in Section 5. The amount and cadence — weekly or monthly — vary project to project and are stated in your proposal before you commit. Billed by bank transfer or Stripe, agreed during onboarding. This is separate from the build cost and covers everything that happens after launch.

The ongoing plan is optional and cancellable (Section 10). It is not a condition of owning your site.

c) Third-party services we manage on your behalf.
Your site usually relies on third-party platforms — hosting (Railway, Vercel), eCommerce (Shopify, WooCommerce), email (Google Workspace, Resend), AI (Claude, OpenAI), domains, payment processors, and so on. Those accounts are opened in your name and you pay for them directly, either on your own card or invoiced through us at cost. We set them up, configure them, and manage them so you only ever talk to one person — us.

The exact list for your build is agreed in writing during scoping, with typical monthly costs noted up front. We don't add markup on these.

Late payments. If a payment fails, we'll reach out — usually it's an expired card or an invoice sitting in a spam folder. After 14 days unpaid we may pause work and pause support until the account is current, and unpaid amounts may attract interest at 10% per annum from the due date. We will not take your site down: it's yours, it's on your hosting, and holding a live business hostage over an invoice isn't how we do things.

All prices are in AUD and exclude GST unless stated otherwise.

5. What's included in your ongoing plan

Your ongoing plan (bucket b above) covers:

• Maintenance & monitoring — keeping the site live, healthy, and up to date.
• Security updates for the underlying frameworks and dependencies.
• Uptime monitoring so we hear about outages before you do.
• Managing your third-party services on your behalf — you don't have to log into Railway, Shopify, Cloudflare, or anything else; we handle it.
• Included work time — a stated block of hours each week or month for changes, small features, and content edits. The figure is written in your proposal, it is not open-ended, and unused time doesn't roll over.
• Email and phone support, with a response within 2 business days — or sooner if your proposal commits to a shorter time — and same-day for anything that stops the site working.

When a request needs more than the included time. We tell you *before* we start it, with an estimate of the extra hours, and you decide. We never quietly run over and invoice you for it afterwards, and we never let something urgent sit still while we wait on a quote — if the site is broken, we fix it and sort the paperwork after.

Your plan does not include the third-party platform costs themselves (Shopify subscription, Railway hosting bill, Claude AI usage, etc.) — those are billed by the providers directly under bucket (c) above.

6. What's NOT included

To be crystal clear, the ongoing plan does not cover:

• Major redesigns or rebuilds.
• Work beyond the included time in Section 5.
• Setting up new third-party integrations after launch.
• Content writing, photography, or graphic design.
• Paid advertising, social media management, or SEO consulting.
• Custom development work outside the agreed scope.

Any of the above is billed at our standard rate of $100 AUD per hour, with a written quote before work starts. Larger pieces are quoted as a fixed price rather than by the hour, so you know the number before you say yes.

7. Timeline & what we need from you

Build timelines vary a lot depending on what you're after. As a rough guide:

• Demos and proof-of-concepts can be turned around in as little as 48 hours.
• Small to mid-sized sites (Starter and Business tier) typically take 2–3 weeks from kick-off to launch.
• Larger or more complex builds (eCommerce stores, custom features, full-custom apps) can take 2–3 months, sometimes longer if the scope is unusually deep.

Whichever bucket your project falls into, we'll give you an estimated timeline in writing during scoping — and update it the moment anything changes.

What we need from you. The timeline assumes you supply your content (text, images, brand assets, login details for any existing platforms) within 5 business days of us asking. If content takes longer to arrive, the clock pauses — your project picks back up when the content does. We'll always tell you what we're waiting on, and we'll never just go quiet.

8. Ownership & licence

You own the code. The codebase we write for your project ("the Code") is yours. Ownership transfers to you on receipt of final payment for the build — outright, permanently, with no platform fee, no licence to keep paying for, and nothing that expires if you stop working with us. There is no buyout, because there is nothing to buy back.

This section is that transfer in writing. For the purposes of section 196 of the Copyright Act 1968 (Cth), Onrai Studio assigns to you all copyright in the Code, effective on receipt of final payment. If your accountant, investor, or lawyer wants a standalone signed assignment for your records, ask and we'll issue one at no charge.

If your proposal says sooner, sooner wins. Where the build is paid up front, the Code is yours from the first commit.

What you own outright:

• The Code. The site, the admin dashboard, any custom features, and the deployment configuration that runs them.
• Your content. All text, images, video, brand assets, and copy you supply remain yours, always.
• Final delivered assets we create for you. Copy we write, photos we edit, anything designed specifically for your project. We keep the working files and drafts.
• Your third-party accounts. Anything under Section 4c — hosting, domains, eCommerce, AI usage, payment processors — is opened in your name and stays yours.

What stays with us, and your licence to it. We reuse our own building blocks across projects — internal tooling, scripts, deployment patterns, and generic components written before or outside your build. Those stay ours, and we'd be a worse studio if they didn't. Where any of them are embedded in your Code, you get a perpetual, irrevocable, royalty-free licence to keep using, modifying, and distributing them as part of your site, including if you hand the whole thing to another developer. In practice: nothing in your repository stops working, ever, for any reason.

Handover. On final payment we transfer the repository to an account you control, hand over every credential, and leave written deploy notes. You should never need our permission — or our password — to keep your own site running.

Open-source components. The Code includes open-source libraries (such as React, Vite, and Framer Motion) used under permissive licences (MIT, BSD, Apache 2.0). We preserve their upstream attribution and licence notices. We do not use copyleft components (GPL, AGPL, LGPL) that would force your site to be made open-source.

Portfolio and design credit. We may show the finished work in our portfolio and case studies unless you ask us in writing not to. Every site we build also carries a small "Website by Onrai Studio" link in its footer — one line, in your footer's own style, linking to onraistudio.com. It's how studios like ours are found, and it never affects your ownership of the Code. If you'd rather not carry it, tell us in writing and we'll remove it.

9. How we use AI

We use AI tools (including Anthropic's Claude and similar coding assistants) to accelerate parts of the design and development process. It's part of how we deliver custom builds at a competitive price. We're upfront about it because we'd rather you hear it from us than wonder.

Two things worth knowing:

• Every line ships with a human in the loop. A real developer reviews, edits, and integrates anything an AI tool produces. The finished work is authored, not auto-generated.
• Your data. We don't feed your private business information into AI tools without good reason. Where we do use AI tools that touch your content (for example, drafting copy you've asked for), we use providers with no-training-on-customer-data policies and we'll tell you which ones.

If you'd prefer we don't use AI tools on your project at all, tell us during scoping. We can accommodate it — the build will just take longer and cost more, and we'll quote that up front.

10. Cancellation

You can cancel any time in writing to onraistudio@gmail.com. There is no minimum contract length and no cancellation penalty. Life happens, plans change — we get it.

Notice period. Whatever your proposal says. Monthly plans default to 30 days' written notice; weekly plans end at the close of the week you tell us. If your proposal says "cancel any week, no lock-in", that is what applies.

Cancelling during the build. We stop work as soon as your notice arrives and invoice for what was actually done to that point — nothing further. You keep that work, and you own the code for it, on payment of that final invoice. We hand over the repository as it stands, along with your content and credentials. A half-finished site you own beats a finished one you don't.

Cancelling after launch. Billing stops at the end of the notice period. Nothing else happens.

Your site does not go offline. You own the code (Section 8), the hosting and domain are in your name (Section 4c), and the repository is already in your account. Cancelling ends our involvement, not your website. Specifically, when the notice period ends:

• Billing stops.
• The site keeps running exactly as it did the day before.
• We confirm handover — repository access, every credential, and written deploy notes — so you or another developer can pick it straight up.
• We'll answer a reasonable handover question from your next developer for 30 days afterwards, at no charge. We'd rather you leave well than leave stuck.

11. Liability & warranty

We perform our work with reasonable skill and care, in line with industry standards for custom web design and development. We're proud of what we ship and we genuinely care about getting it right for every client.

What we can't promise — because no honest studio can — is that the website will be free of every possible bug, that it will achieve any specific business outcome (revenue, traffic, conversions, search rankings), or that the third-party services your site relies on (hosting, DNS, payment gateways, email providers, AI providers) will never go down or change their pricing.

Your consumer rights stay intact. Nothing in this agreement excludes, restricts, or modifies any guarantee, right, or remedy you have under the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010 (Cth)) that can't lawfully be excluded — including the guarantees that our services are provided with due care and skill, are fit for any purpose we've agreed, and are delivered within a reasonable time. If any clause in this agreement would otherwise cut across those rights, treat it as not applying.

Subject to those consumer rights, and to the maximum extent permitted by Australian law, our total liability for any claim arising from our services is limited to the total amount you have paid us in the 12 months before the claim. We are not liable for indirect or consequential losses such as lost revenue, lost opportunities, or downtime caused by your own edits or by third-party providers.

12. SEO & performance disclaimer

We set your site up with sensible on-page SEO from day one and we genuinely care about getting you found. But search rankings, traffic, and conversion rates depend on dozens of factors outside any one studio's control — your industry, competitors, content effort, Google's own algorithm changes.

We make no guarantee of specific keyword rankings, traffic numbers, or business outcomes. What we guarantee is the work itself: clean code, good structure, real effort.

13. Confidentiality

Anything you share with us in the course of your project — business plans, pricing, customer lists, internal documents — is treated as confidential. We won't share it with third parties or use it outside your project without your permission. The reverse applies too: we ask that you don't share our internal pricing, processes, or unreleased work without our permission.

14. Changes to this agreement

We may update this agreement from time to time. If we make a material change (price increases, changes to what's included, changes to ownership terms), we'll give you at least 30 days' notice by email. If you don't agree with the change, you can cancel within that notice period at no cost.

Changes are never retroactive. A project already quoted or under way is governed by the version of this agreement in force when you signed your proposal, plus the proposal itself, which prevails wherever the two differ. We can't edit this page and thereby change a deal you've already agreed to — and wouldn't want the ability to.

Minor changes (typo fixes, clarifications) take effect immediately and are reflected in the "Last updated" date at the top of this page.

15. Governing law

This agreement is governed by the laws of Australia. Any dispute should first be raised directly with us — most things can be sorted out with a phone call. We promise to pick up.

16. Questions

If anything on this page is unclear, ask before you sign on. Email onraistudio@gmail.com or use the form on the [Contact](/contact) page. We'd rather have a five-minute conversation now than a misunderstanding later.

Ready to build something great?

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ONRAI STUDIO

A lean Melbourne web development studio building digital products for businesses that want results.

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