PURCHASE AGREEMENT

INTEGRAL MARKETING

Effective Date: 7.10.26

This Purchase & Services Agreement ("Agreement") sets out the terms upon which Integral Marketing Pty Ltd ("Integral Marketing", "we", "us" or "our") supplies products and services to the purchaser ("Client", "you" or "your").

By purchasing a product or service, accepting a proposal or quotation, making a payment, commencing a payment plan, signing this Agreement, or otherwise instructing us to commence work, you acknowledge that you have read, understood and agree to these terms.

This Agreement should be read together with any applicable proposal, quotation, invoice, order form, sales page, statement of work or other written document describing the specific products or services purchased.

Where there is an inconsistency, the specific written proposal or statement of work agreed between the parties will prevail to the extent of that inconsistency.

1. SERVICES COVERED BY THIS AGREEMENT

Integral Marketing provides digital marketing, consulting, strategy, design, development, training and related products and services, which may include:

• Marketing strategy and consulting
• Digital transformation strategy
• Websites and landing pages
• Sales funnels and marketing funnels
• Lead generation systems
• Social media marketing and content
• Email and SMS marketing
• Advertising campaigns
• Graphic design and branding
• Video and marketing content

• Logo design
• Copywriting
• Digital products and online training
• Memberships and subscriptions
• Coaching and consulting
• Product and service launches
• Book and author marketing

• Meta/Facebook, Instagram, Google and Linkedin Ads

• Webinar slides and coaching
• Custom marketing projects
• Other services described in a proposal, invoice or statement of work

The exact scope, deliverables, fees and timeframes for a project may be set out separately in a proposal, quotation, invoice, order form, sales page or statement of work.

2. ACCEPTANCE OF SERVICES

You are responsible for reviewing the scope of work, deliverables, inclusions, exclusions, fees and other information supplied to you before purchasing.

Payment of an invoice, deposit or first instalment constitutes acceptance of the applicable proposal, quotation or scope of work and this Agreement unless otherwise agreed in writing.

You warrant that you have authority to enter into this Agreement personally or on behalf of the business or organisation purchasing the services.

3. FEES, CURRENCY AND PAYMENT

All prices, fees, invoices, payment plans and other amounts charged by Integral Marketing are in United States Dollars (USD), unless Integral Marketing expressly agrees otherwise in writing.

Where a Client pays using a bank account, credit card, payment provider or other payment method denominated in another currency, the Client acknowledges that:

• The payment provider, bank or card issuer may convert the USD amount into the Client's local currency;
• The applicable exchange rate is determined by the relevant bank, card issuer or payment provider and not by Integral Marketing; and
• The Client may incur foreign exchange, international transaction, payment processing or other fees charged by their financial institution or payment provider.

Integral Marketing is not responsible for exchange-rate fluctuations or third-party currency conversion or transaction fees.

You agree to pay all fees in accordance with the applicable invoice, proposal, payment plan, order form or purchase page.

Work may not commence until the required deposit, first instalment or full payment has been received.

Where a payment plan has been agreed, each instalment must be paid by its due date.

A payment plan is an arrangement allowing the total agreed project, service or program fee to be paid over time. Unless expressly stated otherwise in writing, a payment plan does not convert a fixed engagement into a month-to-month service that may be cancelled simply by stopping future instalments.

If you have committed to a fixed project, service or program and elected to pay the agreed amount by instalments, outstanding instalments remain payable, subject to any rights you may have under applicable law and any express cancellation provisions applying to that service.

4. OVERDUE AND FAILED PAYMENTS

If a payment becomes overdue, Integral Marketing may, subject to applicable law:

• Suspend work;
• Suspend access to services or deliverables;
• Postpone scheduled work;
• Withhold delivery of incomplete work;
• Suspend hosting, maintenance or ongoing services that we provide; and
• Take reasonable steps to recover amounts properly owing.

• Charge a late fee

Integral Marketing will not be responsible for project delays caused by overdue payments.

Any recovery costs charged to you must be reasonable, properly incurred and legally recoverable.

5. CUSTOM MARKETING, WEBSITE AND DEVELOPMENT PROJECTS

Custom marketing, website, funnel, software, design or development projects may require a separate proposal or scope of work.

Work will commence after the agreed initial payment has been received and after you have provided the information, access and materials reasonably required to begin.

The scope includes only the work specifically identified in the applicable proposal or statement of work.

Additional features, pages, integrations, campaigns, revisions or services outside the agreed scope may constitute a variation and may incur additional fees.

6. VARIATIONS AND ADDITIONAL WORK

Any material change to the agreed scope should be requested in writing.

Where a requested change falls outside the original scope, Integral Marketing may provide:

• A variation quotation;
• An additional invoice;
• An amended scope; or
• An estimate of additional time and costs.

Integral Marketing is not required to commence additional work until the variation has been approved and any required payment has been received.

Payments for custom variation work that has already been commenced or completed may not be refundable merely because you later change your mind, subject always to your rights under applicable law, including the Australian Consumer Law where applicable.

7. CLIENT RESPONSIBILITIES

You agree to provide information, materials, approvals, passwords, account access, branding, content and other resources reasonably required for Integral Marketing to perform the services.

You are responsible for ensuring that information and materials supplied to us are accurate and that you have the legal right to use them.

This includes photographs, videos, logos, trademarks, testimonials, music, written material, customer databases and other intellectual property supplied by you.

You are responsible for obtaining any permissions, licences or consents required for material you provide to us.

8. CLIENT DELAYS

Our ability to complete a project depends upon your cooperation.

Where you delay providing information, content, approvals, access or feedback, project deadlines may be extended accordingly.

Integral Marketing will not be responsible for delays caused by matters outside our reasonable control or by the Client's failure to provide required materials, instructions or approvals.

Where a project remains inactive because required Client materials or approvals have not been provided, Integral Marketing may reschedule the project according to team availability.

Any restart or additional work fee must be reasonable and will be disclosed before it is incurred.

9. APPROVALS

Where designs, websites, landing pages, advertisements, emails, copy, videos, social media posts or other materials are submitted for your approval, you are responsible for reviewing them carefully.

Your approval authorises Integral Marketing to proceed to the next stage or publish, distribute, launch or otherwise use the approved material as instructed.

You remain responsible for checking factual claims, prices, offers, contact information, legal claims and other business-specific information before approval.

Integral Marketing is not responsible for errors that you expressly approved where we acted in accordance with that approval, except to the extent liability cannot lawfully be excluded.

10. REVISIONS

The number of revisions included in a project will be determined by the applicable proposal or scope of work.

Revisions must remain reasonably within the original agreed brief.

A substantial change in concept, strategy, functionality or scope may be treated as additional work and quoted separately.

11. THIRD-PARTY SERVICES AND COSTS

Our work may require or integrate with third-party services including:

• Website hosting
• Domain registration
• Email platforms
• SMS providers
• CRM systems
• Payment processors
• Advertising platforms
• Social media platforms
• Software subscriptions
• Plugins and applications
• Stock photography or media
• Artificial intelligence tools
• Contractors or specialist providers

Unless expressly included in our quotation, third-party fees are the Client's responsibility.

Third-party services are governed by their own terms, policies, pricing and availability.

Integral Marketing does not control third-party platforms and cannot guarantee that a third-party service will remain available, maintain its pricing, approve an advertisement or account, or continue to provide particular functionality.

12. ADVERTISING ACCOUNTS AND MEDIA SPEND

Unless expressly included in writing, advertising spend is separate from Integral Marketing's management, creative or consulting fees.

The Client is responsible for advertising expenditure charged by advertising providers.

Advertising platforms may reject advertisements, suspend or restrict accounts, modify algorithms or policies, restrict targeting or change pricing.

Integral Marketing cannot guarantee decisions made by third-party advertising platforms.

13. INTELLECTUAL PROPERTY

Each party retains ownership of intellectual property it owned before the engagement.

Integral Marketing retains ownership of its pre-existing intellectual property, including its:

• Systems
• Processes
• Frameworks
• Templates
• Methods
• Strategies
• Training materials
• Software
• Know-how
• Proprietary resources

Unless otherwise agreed in writing, once all amounts properly owing for custom deliverables have been paid, the Client will receive the agreed rights to use the final custom deliverables created specifically for the Client.

This does not transfer ownership of Integral Marketing's underlying methodologies, reusable templates, software, systems or pre-existing intellectual property incorporated into those deliverables.

Third-party intellectual property remains subject to the applicable third-party licence.

14. UNPAID WORK

To the extent permitted by law and subject to the terms of the relevant project, Integral Marketing may withhold transfer of final custom deliverables or intellectual property rights until amounts properly due for those deliverables have been paid.

This clause does not limit any rights or remedies that cannot lawfully be excluded.

15. CONFIDENTIALITY

Each party agrees to keep confidential information received from the other party confidential and to use it only for the purpose of the engagement, except where:

• Disclosure is authorised;
• Disclosure is reasonably required to perform the services;
• Disclosure is required by law; or
• The information is already lawfully public.

Integral Marketing may provide confidential information to employees and contractors who reasonably require it to perform the services, subject to appropriate confidentiality obligations.

16. MARKETING RESULTS

Marketing results vary significantly between businesses.

Results may be affected by matters including:

• Your offer;
• Pricing;
• Market demand;
• Competition;
• Sales ability;
• Advertising budget;
• Brand reputation;
• Audience size;
• Website performance;
• Client implementation;
• Economic conditions;
• Platform algorithms and policies; and
• Factors outside Integral Marketing's control.

Unless Integral Marketing expressly provides a written guarantee for a particular service, we do not guarantee any particular number of:

• Leads;
• Customers;
• Sales;
• Appointments;
• Website visitors;
• Social media followers;
• Advertising results;
• Revenue;
• Profit; or
• Return on investment.

Any examples, case studies, testimonials or previous Client results demonstrate