1. Acceptance of Terms
These Terms of Service ("Terms") govern your use of Devy Agency's website at devyagency.com, our CRM platform at devyagency.netlify.app, and all services provided by Devy Agency ("Devy", "we", "us", "our").
By accessing our website, submitting an enquiry, signing a service agreement, or using our CRM platform, you ("Client", "you") agree to be bound by these Terms. If you do not agree, do not use our services.
These Terms apply alongside any written service agreement or proposal agreed between you and Devy Agency. In the event of a conflict, the signed service agreement takes precedence.
2. Our Services
Devy Agency provides social media management, content creation, paid advertising management, AI-assisted brand audits, and related digital marketing services. Specific deliverables, timelines, and pricing are set out in individual service agreements or proposals.
Free Brand Audit
The free brand audit offered on our website is a complimentary consultation. Submitting an audit request does not create a binding service contract. We reserve the right to decline audit requests at our discretion.
CRM Platform
Access to our CRM platform is provided to active clients only. The platform is a proprietary tool and access may be revoked upon termination of services.
3. Accounts & Access
- You are responsible for maintaining the confidentiality of your login credentials
- You must notify us immediately at contact@devyagency.com if you suspect unauthorised access to your account
- You may not share account access with third parties without our written consent
- We may suspend access if we suspect a breach of these Terms or security incident
4. Client Obligations
To enable us to deliver services effectively, you agree to:
- Provide accurate, complete, and up-to-date information about your brand, business, and social accounts
- Review and approve or request revisions to content within agreed timeframes (typically 48 hours unless otherwise stated)
- Ensure you have the right to publish any materials you provide to us (logos, images, product shots, etc.)
- Respond to communications in a timely manner to avoid delays in content delivery
- Grant us the necessary permissions and access to your social media accounts as required by the agreed services
- Not publish content we have created exclusively for you on competing agency platforms without our written consent
5. Content Ownership & Licence
Your content
You retain ownership of all brand materials, logos, images, and business information you provide to us. By providing this content, you grant Devy Agency a non-exclusive licence to use it solely to deliver the agreed services.
Content we create for you
Upon full payment of all outstanding invoices, ownership of content specifically created for you (captions, graphics, video edits) transfers to you. Strategic frameworks, templates, and proprietary processes remain the intellectual property of Devy Agency.
Portfolio use
Unless you request otherwise in writing, we reserve the right to feature work created for you in our portfolio, case studies, and marketing materials.
6. Payments & Billing
Retainer fees
Services are billed on a monthly retainer basis. Invoices are issued at the start of each billing period and are due within the timeframe specified on the invoice (typically 7 days).
Late payments
Overdue invoices may result in suspension of services. We reserve the right to charge interest on amounts outstanding beyond 30 days at the rate of 2% per month.
Refunds
Given the nature of creative services, retainer fees are non-refundable once a billing period has commenced. If we fail to deliver agreed services through our fault, we will provide a credit or pro-rata refund at our discretion.
Payment processors
Payments are processed via Stripe or PayPal. By making a payment, you agree to those processors' terms of service. We do not store your card details.
7. Acceptable Use
You agree not to use our services or platform to:
- Create or distribute content that is illegal, defamatory, harassing, or infringes third-party intellectual property rights
- Violate Meta's, TikTok's, YouTube's, or any other platform's terms of service
- Engage in deceptive advertising, false testimonials, or misleading claims
- Attempt to gain unauthorised access to our systems or other clients' data
- Reverse-engineer, copy, or redistribute our proprietary platform or tools
- Use our AI features to generate spam, misinformation, or harmful content
We reserve the right to terminate services immediately and without refund if you breach this section.
8. Third-Party Platforms
Our services involve operating on third-party platforms (Instagram, Facebook, TikTok, YouTube). We are not responsible for:
- Changes to platform algorithms, features, or policies that affect reach or performance
- Platform outages, account suspensions by the platform, or policy enforcement decisions by Meta, TikTok, or others
- Changes to advertising costs or campaign performance due to platform auction dynamics
We will always act in good faith and in accordance with each platform's terms. You are responsible for ensuring your business and content complies with applicable platform policies.
9. AI-Generated Content
We use AI tools (including Claude by Anthropic) to assist with content creation, ideation, and brand audits. You acknowledge that:
- AI-generated content is reviewed and edited by our team before delivery
- AI outputs are not guaranteed to be error-free, original, or legally protected by copyright in all jurisdictions
- You are responsible for reviewing and approving all content before it is published to your accounts
- We are not liable for any claims arising from approved AI-assisted content that has been published to your platforms
10. Termination
By you
You may terminate our agreement by providing written notice as specified in your service agreement (typically 30 days). Outstanding invoices for work completed or in progress remain payable.
By us
We may terminate services immediately without refund if you: breach these Terms, engage in abusive behaviour toward our team, fail to pay outstanding invoices after 30 days, or if we determine we can no longer serve your business needs effectively.
Effect of termination
Upon termination, CRM access is revoked, social media account connections are disconnected, and we will cease all publishing activities on your behalf. Data retained by us after termination is governed by our Privacy Policy.
11. Limitation of Liability
Our services are provided "as is." To the fullest extent permitted by New Zealand law, Devy Agency's total liability to you for any claims arising from our services shall not exceed the total fees paid by you in the 3 months preceding the claim.
We are not liable for:
- Indirect, consequential, or incidental damages (including lost profits or revenue)
- Loss of data due to events outside our reasonable control
- Platform algorithm changes affecting organic reach or ad performance
- Actions taken by third-party platforms including account suspension
- Force majeure events (natural disasters, pandemics, internet outages, etc.)
Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud, or any liability that cannot be excluded under New Zealand consumer law.
12. Disputes & Governing Law
These Terms are governed by the laws of New Zealand. Any dispute arising from these Terms or our services shall first be attempted to be resolved by good-faith negotiation. If unresolved within 30 days, disputes may be referred to mediation under the New Zealand Institute of Chartered Accountants mediation rules, or to the New Zealand courts.
13. Changes to These Terms
We may update these Terms from time to time. We will provide at least 14 days' notice of material changes by email to active clients. Continued use of our services after the effective date constitutes acceptance.