ROI MINDS Media Buying Service Agreement
ROI MINDS Pvt Ltd will provide the above services for the Client for a base monthly fee.
4. Cancellation of Service
5. Liability Waiver:
5.1 Establishing a digital presence and initiating a two-way flow of communication between the Client and the public can have unintended consequences on the Client’s reputation. Should this occur, the Client waives its right to hold ROI MINDS Pvt Ltd responsible for any damage and/or liability that may arise from ROI MINDS Pvt Ltd actions on behalf of the Client.
6. Service Interruption:
6.1 ROI MINDS Pvt Ltd shall be excused from any delay or failure in performance required hereunder if caused by reason of any occurrence or contingency beyond its reasonable control, including, but not limited to, laws, proclamations, edits, ordinances or regulations, platform service interruptions, or other circumstances beyond reasonable control. In the event the interruption of the excused party’s obligations continues for a period in excess of thirty (30) days, either party shall have the right to terminate this Agreement upon ten (10) days’ prior written notice to the other party.
7. Suspension of Ad Accounts
7.1 It is possible that Google/Facebook may terminate Client’s advertising account due to noncompliance, whether due to a change in Google’s terms and conditions or due to use of or activity associated with Client’s advertising account, by Client or at Client’s direction, that is noncompliant with Google’s terms and conditions. Client understands that Google by their terms of service can arbitrarily terminate an ads account without giving a specific reason. Client agrees to hold ROI MINDS Pvt Ltd harmless in the event of Client’s ad account being terminated.
In the event this happens, Client agrees to attempt to re-activate the account or to set up a new Google advertising account, to allow ROI MINDS Pvt Ltd to continue its work under this Agreement, and ROI MINDS Pvt Ltd agrees to cooperate and assist to the best of its ability in getting such account reactivated or a new account set up, but ROI MINDS Pvt Ltd provides no guarantees that such efforts will be successful. If Client is not able to get its Google advertising account reactivated or a new account set up, or chooses not to do so, Client indemnifies ROI MINDS Pvt Ltd and holds ROI MINDS Pvt Ltd harmless for any losses Client may suffer as a result.
8. Handling of Disputes
8.1 The Parties agree that any dispute regarding this Agreement, and any claim made by Client for return of monies paid to ROI MINDS Pvt Ltd, shall be handled in accordance with applicable State and Federal laws. Specifically, if Client cancels payments (or files a chargeback) outlined in this Agreement, this Agreement is immediately terminated, and ROI MINDS Pvt Ltd reserves the right to dispute
such cancelation and pursue Client for monies owed to ROI MINDS Pvt Ltd for services already performed but unpaid by Client due to such payment cancelation. Client agrees that, regardless of whether Client is ultimately successful in any payment dispute, it is liable to pay ROI MINDS Pvt Ltd for the services up until the end of the thirty (30) day period. If Client does not pay ROI MINDS Pvt Ltd within 30 days, ROI MINDS Pvt Ltd reserves the right to initiate an action in court for breach of contract, regardless of the previous outcome of any payment dispute. Additionally, if ROI MINDS Pvt Ltd is successful in any payment cancelation dispute, ROI MINDS Pvt Ltd reserves the right to pursue Client for the costs ROI MINDS Pvt Ltd had incurred in disputing or defending such payment cancelation, including but not limited to the lost business profits in the form of time ROI MINDS Pvt Ltd and its representatives spent handling such dispute, at ROI MINDS Pvt LTD’s hourly rate of $200 per hour.
9. Amendments & Addendums:
9.1 This contract is to be considered complete and final.
ROI Minds acknowledges its responsibility, both during and after the term of its
appointment, to use all reasonable efforts to preserve the confidentiality of any
proprietary or confidential information or data developed by ROI Minds on behalf