1. Services

1.1 Eavesdropper will work with the Client to define the creative direction, structure, and identity of the Podcast Series. This includes:

• Concept workshop
• Episode planning, scripting, and editing
• Sound design
• Trailer script, production, and sound design
• Facilitating guest/talent booking as agreed
• Series naming and artwork
• Facilitating studio or remote recording setup

1.2 Eavesdropper will direct and record all episodes, advertisements, and the trailer, either in person or via a studio engaged on Eavesdropper’s behalf.

1.3 Eavesdropper will manage all post-production including editing, sound design, and mixing of final episodes, advertisements, and the trailer.

1.4 Eavesdropper will provide the Client with:

• Rough versions of social grabs for approval (audio only). Once approved, final videos will be created and provided.
• Distribution of the podcast to public platforms for public series, or embed codes for private series for the Client’s internal use.
• Weekly reporting during the first month, then quarterly for the remainder of the hosting period.

2. Client Responsibilities

2.1 The Client agrees to:

• Participate in the initial series workshop and provide necessary information, approvals, and feedback within agreed timelines.
• Approve scripts and content plans for the episodes, trailer, and advertisements prior to recording.
• Provide guest introductions where required and approve final audio and social assets.
• Ensure all material provided is lawful and does not infringe third-party rights.
• Accept responsibility for the content of the final podcast, including guest statements.
• Handle any copyright or defamation claims arising from approved content.

3. Intellectual Property and Ownership

3.1 Upon delivery of the completed Podcast Series and receipt of full payment, ownership of the finished audio files and final artwork will transfer to the Client.

3.2 Eavesdropper retains all rights to pre-existing materials or intellectual property developed independently of the project, including proprietary tools, templates, and branding elements.

3.3 The Client may use the final podcast files and assets for their internal or agreed public purposes but may not modify, restructure, or resell them without Eavesdropper’s written consent.

3.4 Eavesdropper retains the right to use portions of the final podcast, artwork, or promotional assets for marketing, portfolio, or award submissions, excluding advertisements. Such use may involve minor edits for length or format but will not misrepresent or alter the meaning of any approved content.

4. Hosting and Duration

4.1 Eavesdropper will host the podcast for 48 months from publication. The period may be extended for an additional fee. If a new season is released, the hosting period resets, and legacy content remains hosted.

4.2 Eavesdropper will provide the Client with final audio and social files for their own storage.

4.3 Eavesdropper is not responsible for maintaining backups beyond the hosting period.

4.4 For private podcasts, the Client will distribute episodes using the embed codes provided.

4.5 For public podcasts, Eavesdropper manages hosting and platform distribution. If Apple, Spotify, or any other platform removes the podcast or any episode for reasons beyond Eavesdropper’s control (e.g., copyright claims, content policy breaches, or other moderation decisions), Eavesdropper is not responsible. Eavesdropper will take all necessary steps to ensure music used in the podcast is properly licensed and cleared for use.

5. Fees and Payment

5.1 The Client agrees to pay a single upfront production fee, as outlined in the Scope of Work. This fee covers all production, editing, hosting, and associated costs unless otherwise specified.

5.2 All fees are exclusive of GST, which will be added at the current rate of 10%. A valid tax invoice showing the GST component will be provided.

5.3 Full payment and a signed Agreement are required before any work commences.

5.4 If on-air or guest talent is engaged by Eavesdropper on behalf of the Client, those fees will be invoiced as additional to the production fee.

5.5 A single invoice will be issued by Eavesdropper for the total project fee (inclusive of GST), with production and talent fees itemised separately for clarity.

5.6 Refunds: Once production work has commenced, payments are non-refundable except where required by law.

5.7 Future Series Pricing: The fees outlined in this Agreement apply only to the current Podcast Series and Season. Eavesdropper reserves the right to revise pricing for any subsequent seasons or series, taking into account factors such as complexity, additional services required, changes in production costs, or inflation. Any future fees will be communicated and agreed in writing prior to commencement of the new series.

6. Warranties and Liability

6.1 Eavesdropper warrants that all work under this Agreement will be performed with due skill and care, and that all music used in the Podcast Series will be properly licensed.

6.2 Eavesdropper will take all necessary steps to ensure music rights are cleared to avoid copyright claims. Should any copyright claims arise on social media platforms, the Client is responsible for handling the dispute. Eavesdropper will provide the Client with copies of all relevant music licenses, and the Client must submit video links for clearance at the time of social upload to help avoid potential copyright claims.

6.3 The Client warrants that they have the rights to provide all supplied materials, guests, or content, and that such materials do not infringe any third-party rights.

6.4 The Client is responsible for any copyright claims arising from content they provide or approve. Eavesdropper is not liable for any loss of profits, loss of data, or other consequential or indirect damages arising from the creation, publication, or removal of the Podcast Series, including removal by third-party platforms such as Apple or Spotify. Such removal may occur for reasons including, but not limited to, alleged defamation, copyright complaints, or other platform policies.

6.5 Liability for any claim relating to this Agreement, whether in contract, tort (including negligence), or otherwise, is limited to the total amount paid by the Client under this Agreement excluding any talent fees.

6.6 Approval of content, including final audio, trailer, advertisements, and social assets, is the responsibility of the Client. Revisions are limited to content removal only; no restructuring, re-recording, or major changes are included without an additional fee. Approval of content constitutes acceptance of the final product and relieves Eavesdropper of further liability for the approved material.

7. Notices

7.1 All notices under this Agreement must be in writing and delivered by email to the nominated addresses of both parties.

8. Governing Law and Jurisdiction

8.1 This Agreement is governed by the laws of New South Wales, and any legal proceedings must be initiated in the courts of Tasmania, where Eavesdropper is located.

9. Promotion and Social Assets

9.1 While Eavesdropper creates the podcast series and provides social assets (such as video grabs or audiograms), Eavesdropper does not actively promote or manage marketing campaigns for the Client.

9.2 Eavesdropper may provide general advice or recommendations on paid social or promotional strategies but cannot guarantee audience reach, listener numbers, or campaign performance.

10. General

10.1 This Agreement constitutes the entire understanding between the parties and supersedes all prior discussions or agreements.

10.2 No variation or amendment will be valid unless agreed in writing by both parties.

10.3 If any clause is deemed invalid or unenforceable, the remainder shall continue in full force and effect.