Terms and Conditions

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Terms & Conditions

Effective Date: November 30, 2025

These Terms and Conditions ("Terms") govern your access to and use of the Services provided by Macleodglba Pty Ltd trading as TheAgencyIQ (ABN 22 665 579 315) ("we", "us", or "our"). By creating an account, subscribing, or using the Services (including connecting platforms or generating content), you agree to these Terms and our Privacy Policy. If you do not agree, do not use the Services.

1. Definitions

Account: Your user account for accessing the Services.

Billing Cycle: The recurring period for which Fees are charged (e.g., monthly). Unless stated otherwise, plan entitlements reset at the start of each Billing Cycle.

Customer Content: Any data, text, images, videos, prompts, instructions, brand details, or other materials you upload, submit, generate, or schedule via the Services.

Fees: Charges for using the Services, including subscriptions.

TheAgencyIQ IP: All intellectual property owned by us, including software, systems, workflows, algorithms, models, interfaces, and documentation.

Personal Information: As defined in the Privacy Act 1988 (Cth), any information about an identified or identifiable individual.

Services: Our platform for generating (including video generation where offered), scheduling, and autoposting content to Third-Party Platforms, including OAuth connections, pause/resume features, and related tools.

Third-Party Platforms: External services such as Facebook, Instagram (Meta), LinkedIn, X (Twitter), and YouTube (Google).

Unused Posts: Scheduled but unposted content within your current Billing Cycle.

Usage Caps / Entitlements: The limits that apply to your Account for a Billing Cycle, including the number of posts, videos, edits, generations, or other usage limits associated with your subscription, free plan, trial, or promotion, as displayed in-app or otherwise communicated by us.

2. Eligibility

You must be at least 18 years old (or 13 with consent where required by platforms) and capable of forming a binding contract under applicable law. You are responsible for maintaining the security, accuracy, and compliance of your Account information. We may suspend or terminate access if you breach these Terms or applicable platform policies.

3. Subscriptions, Billing & Refunds

Subscriptions auto-renew at the end of each Billing Cycle unless canceled via your Account. Fees are processed via Stripe in AUD and include GST where applicable. We provide at least 30 days’ notice for material price changes. Upgrades are prorated; downgrades take effect in the next Billing Cycle.

There are no refunds for partial periods, unused features, unused posts, unused videos, or unused edits, except as required by Australian Consumer Law (ACL) for major failures (e.g., refund, repair, or compensation).

You have 30 days after cancellation or termination to export your data; thereafter, it may be deleted.

3.1 Gift Certificates

Gift certificates are non-refundable and non-transferable except as required by law. They expire 12 months from issuance unless otherwise stated. Gift certificates are redeemable only for Services, have no cash value, and may be voided if obtained fraudulently. ACL guarantees apply.

3.2 Usage Caps; No Rollover; Forfeiture

All Services are subject to Usage Caps per Billing Cycle. Unless we expressly state otherwise:

(a) Usage Caps reset at the start of each Billing Cycle;

(b) unused posts, unused videos, unused edits, and any other unused entitlements do not roll over into future Billing Cycles;

(c) any Unused Posts, unused videos, or unused edits remaining at the end of a Billing Cycle are forfeited; and

(d) we have no obligation to carry forward, reissue, or compensate for unused entitlements, subject to ACL.

Pausing, disconnecting, or failing to maintain platform connections does not pause or preserve entitlements.

3.3 Free Plans, Trials & Promotions

If we offer a free plan, free trial, promotion, discount, or credits (including offers that include a limited number of posts and/or videos):

such offers are limited to the Usage Caps and conditions stated at the time;

they may be changed, suspended, or withdrawn at any time for future users or future Billing Cycles;

they are not redeemable for cash and do not carry a refund value (subject to ACL); and

access may require verification (including phone/SMS verification).

4. Acceptable Use

You must use the Services lawfully and ethically. Prohibited activities include:

(a) illegal, infringing, discriminatory, defamatory, or harmful activities;

(b) spamming, malware distribution, or bypassing rate limits or Usage Caps;

(c) violating Third-Party Platform terms, automation rules, or content policies;

(d) inputting sensitive Personal Information without lawful basis and consent;

(e) using generated outputs without review for accuracy, legality, and compliance;

(f) reverse-engineering, interfering with, or unauthorised access to APIs or systems;

(g) scraping or bulk exporting platform data beyond what the Services provide;

(h) using content or outputs for AI training, advertising targeting, or surveillance;

(i) creating multiple Accounts to obtain additional free plans, trials, or promotional entitlements, including via false identities, disposable emails, temporary or virtual phone numbers, or other circumvention methods;

(j) sharing Accounts or credentials to bypass Usage Caps; or

(k) attempting to manipulate quotas, trials, or promotional offers.

You must comply with all applicable laws, including the Spam Act 2003 (Cth), privacy laws, and platform rules.

5. AI-Assisted & Generated Content

The Services use automated systems (including AI) to generate and schedule content for autoposting. You must independently review all outputs for accuracy, legality, suitability, potential bias, and compliance with platform guidelines. We make no guarantees that generated content will be error-free, unbiased, accurate, or fit for any particular purpose.

To the maximum extent permitted by law, we disclaim liability for your use of AI-generated content. We do not train AI models on your Customer Content without your explicit, opt-in consent. You bear full responsibility for all posted content and any claims arising from it, including platform violations.

5.1 Video Generation & Editing Limits

Where video generation is included in your plan, free plan, trial, or promotion:

(a) video generation is subject to Usage Caps per Billing Cycle;

(b) each video may only be edited up to the edit limit included in your entitlements (for example, one edit per video unless otherwise stated);

(c) unused video generations or edits do not roll over; and

(d) duplicate, repeated, or substantially similar generation or edit requests may be blocked to prevent abuse and manage costs.

5.2 Third-Party Video Providers (Including Veo 3)

Video features may be delivered using third-party providers (including Veo 3) and are subject to provider availability, quotas, content policies, and technical limitations. We do not guarantee uninterrupted access to any provider or feature. Features may be limited, delayed, modified, or unavailable due to third-party outages, policy changes, or quota restrictions. No refunds apply for such limitations, except as required by ACL.

6. Beta / Preview Features

Beta or preview features are provided “as-is”, without warranties, and may be modified or removed at any time without liability, subject to ACL.

7. Third-Party Services & Platforms

The Services rely on integrations with Third-Party Platforms via OAuth. You must comply with all applicable Third-Party Platform terms, policies, and guidelines at all times.

We do not guarantee that any Third-Party Platform will continue to support automated posting, scheduling, or API access. Platform policies may change without notice. We are not liable for platform outages, enforcement actions, API revocations, or policy changes that disrupt the Services. No Fee refunds or waivers apply.

Tokens and credentials are encrypted (AES-256-GCM) and minimised. You authorise us to access and use your platform data solely to provide the Services.

7.1 General Data Handling

We process only necessary data. Upon revocation or disconnection, we delete data in accordance with platform timelines (for example, within 24 hours for X/Twitter). You are responsible for maintaining any required privacy disclosures.

7.2 Platform-Specific Obligations

You must comply with all platform-specific obligations for Meta, LinkedIn, X, and YouTube, including data protection, audit, deletion, automation, and content requirements, as updated from time to time. Non-compliance voids our liability.

7.3 Pausing Connections

Pausing halts autoposting temporarily without data loss. Credentials remain stored securely. Resuming continues remaining posts within the same Billing Cycle only; there is no retroactive catch-up.

7.4 Disconnections

Platform-Initiated: Token expiry or platform action may interrupt posting. Upon reconnection, we attempt to resume future posts only. Missed posts are lost and do not roll over.

User-Initiated: Autoposting ceases immediately. All Unused Posts and entitlements are forfeited and do not roll over. Data is deleted per platform rules. We are not liable for any resulting loss, to the extent permitted by law.

7.5 Platform Policy Compliance

You acknowledge that Third-Party Platforms control their services and enforcement. You are solely responsible for ensuring your use of the Services and Customer Content complies with all platform policies. We are not liable for any platform suspension, restriction, or enforcement action.

7.6 Platform Audits & Reviews

Third-Party Platforms may require audits, reviews, questionnaires, or certifications. You agree to reasonably cooperate with requests necessary for us to meet platform audit obligations. Failure to cooperate may result in suspension or termination.

8. Intellectual Property & Ownership

We own TheAgencyIQ IP. You retain ownership of Customer Content but grant us a worldwide, royalty-free, revocable licence to use, store, and process it to provide the Services and improve them in anonymised and aggregated form. For AI-generated content, you receive a perpetual, non-exclusive licence subject to these Terms.

9. Security; Verification; Data Incidents

We implement reasonable security measures consistent with industry standards. You are responsible for securing your devices and credentials. We may use verification and anti-abuse controls (including SMS verification, rate limiting, and activity monitoring). We notify of data breaches in accordance with the Privacy Act and cooperate with investigations.

10. Privacy & User Rights

Our Privacy Policy (available at [URL]) governs Personal Information handling and is incorporated by reference. We comply with the Privacy Act 1988 (Cth) and applicable international frameworks where required.

11. Service Changes; Availability; SLA

We may modify or discontinue Services with 30 days’ notice for material changes. There is no uptime or performance SLA. Services may be unavailable due to maintenance, provider outages, or platform changes.

12. Termination, Cancellation & Suspension

You may cancel at the end of a Billing Cycle. We may suspend or terminate immediately for breach, non-payment, fraud, abuse (including attempts to evade Usage Caps or obtain additional free entitlements), platform violations, or legal necessity. Upon termination, data export is available for 30 days, after which data may be deleted. Sections 1, 4, 5, 7–16 survive termination.

13. Disclaimers & Limitation of Liability

Services are provided “as-is”, subject to non-excludable ACL guarantees. We are not liable for indirect or consequential loss, loss of profits, data loss, or third-party/platform actions. Total liability is capped at Fees paid in the preceding 12 months, except for ACL breaches or wilful misconduct.

14. Indemnity

You indemnify us against claims arising from your misuse of the Services, Customer Content, platform violations, or breach of these Terms, including reasonable legal costs.

15. Governing Law & Disputes

These Terms are governed by the laws of New South Wales, Australia. Disputes must first be attempted to be resolved informally within 30 days, then by arbitration in Sydney under ACICA rules. ACL rights are preserved.

16. Miscellaneous

Force majeure applies. Severability applies. Updates will be notified via email or in-app notice; continued use constitutes acceptance. These Terms constitute the entire agreement.

Contact: support@theagencyiq.ai