1. Agreement to Terms

These Terms of Service (‘Terms’) constitute a legally binding agreement between you (‘Client’, ‘you’, or ‘your’) and ROI Masters (‘Company’, ‘we’, ‘us’, or ‘our’), a digital marketing and IT solutions agency registered in Sri Lanka with operations in Botswana and serving clients globally.

By engaging our services, signing a proposal or contract, making a payment, or continuing to use our services, you confirm that you have read, understood, and agreed to be bound by these Terms. If you are entering into this agreement on behalf of a business or organisation, you represent that you have authority to bind that entity to these Terms.

2. Services Provided

2.1 Scope of Services

ROI Masters provides the following categories of services, as agreed in individual project proposals or service agreements:

• Search Engine Optimisation (SEO) — on-page, off-page, and technical SEO
• Social Media Marketing — account management, content creation, and paid campaigns
• Google Ads and Pay-Per-Click (PPC) Advertising
• Content Marketing — blog writing, email campaigns, and copywriting
• Conversion Rate Optimisation (CRO)
• Sales Funnel Strategy and Development
• E-Commerce Marketing
• Visual Design and Branding
• Website Development and IT Solutions
• Business Strategy and Marketing Consulting

2.2 Project Proposals and Agreements

All services are governed by a written proposal or statement of work (SOW) agreed between ROI Masters and the Client. Each proposal will specify the scope of work, deliverables, timelines, pricing, and payment terms. In the event of a conflict between these Terms and a specific proposal, the proposal shall take precedence for that project.

3. Client Responsibilities

The Client agrees to:

• Provide accurate, complete, and timely information necessary for service delivery
• Grant ROI Masters access to relevant platforms, accounts, and assets as required
• Designate a primary point of contact to provide feedback and approvals
• Respond to requests for feedback or approvals within the agreed timeframe (typically 3-5 business days)
• Ensure that any materials provided to ROI Masters do not infringe on third-party intellectual property rights
• Make payments in accordance with the agreed payment schedule
  
  

Delays caused by the Client’s failure to meet these responsibilities may result in timeline extensions and will not constitute a breach of contract by ROI Masters.

4. Payment Terms

4.1 Fees and Invoicing

Service fees are as specified in the agreed proposal. Unless otherwise stated, invoices are issued in advance or at the beginning of each billing period. Accepted payment methods include bank transfer, PayPal, and other methods agreed in writing.

4.2 Payment Schedule

• One-time projects: 50% upfront deposit, 50% upon completion
• Monthly retainers: Full payment due on or before the first day of each month
• Milestone-based projects: Payment due at each agreed milestone

4.3 Late Payments

Invoices are due within 14 days of the invoice date unless otherwise agreed. Overdue invoices may attract a late payment fee of 1.5% per month. ROI Masters reserves the right to suspend services for accounts more than 30 days overdue until the outstanding balance is settled.

4.4 Taxes

All fees quoted are exclusive of applicable taxes including VAT, GST, and withholding taxes. The Client is responsible for any taxes applicable in their jurisdiction. ROI Masters will charge applicable Sri Lankan taxes as required by law.

5. Intellectual Property

5.1 Client-Owned Materials

All materials, brand assets, data, and information provided by the Client remain the exclusive property of the Client. ROI Masters will not use these materials for any purpose other than the delivery of agreed services.

5.2 Deliverables

Upon full payment of all outstanding invoices, the Client shall own the intellectual property rights in all final deliverables created specifically for the Client under the project agreement, including designs, content, and campaign assets.

5.3 ROI Masters Intellectual Property

ROI Masters retains ownership of all pre-existing tools, methodologies, templates, frameworks, proprietary processes, and background IP used in service delivery. Licenses granted to the Client for such materials are limited to the scope of the agreed services.

5.4 Portfolio Rights

Unless expressly agreed otherwise in writing, ROI Masters reserves the right to showcase completed work in its portfolio, website, presentations, and marketing materials. The Client may request confidentiality by providing written notice prior to project commencement.

6. Confidentiality

Both parties agree to treat as confidential all non-public information received from the other party in connection with the services, including business strategies, pricing, client data, and technical information. This obligation of confidentiality shall survive for two (2) years following the termination of the service agreement.

Confidentiality obligations do not apply to information that is publicly known, independently developed, or required to be disclosed by law or legal process.

7. Performance and Results

ROI Masters will use professional skill and effort to deliver agreed services and work toward the Client’s stated goals. However, the Company does not guarantee specific marketing results, including but not limited to:

• Search engine rankings or organic traffic volumes
• Social media follower counts or engagement rates
• Advertising return on investment or conversion rates
• Revenue growth or sales figures
  
  

Digital marketing outcomes depend on many external factors including market conditions, platform algorithm changes, and competitive activity, which are beyond our control. All projections and forecasts provided are estimates only.

8. Term and Termination

8.1 Term

These Terms remain in effect for the duration of any active service agreement. Monthly retainer agreements continue on a rolling basis until terminated by either party.

8.2 Termination by Client

The Client may terminate a monthly retainer by providing 30 days’ written notice. One-time project agreements may be terminated by the Client upon payment of all work completed to date plus a cancellation fee equal to 25% of the remaining project value.

8.3 Termination by ROI Masters

ROI Masters may terminate services immediately, without penalty, in the event of: non-payment, breach of these Terms, conduct that creates legal or reputational risk for the Company, or circumstances beyond our control that prevent service delivery.

8.4 Effect of Termination

Upon termination, ROI Masters will deliver all completed work and materials owned by the Client. Outstanding invoices for work completed remain payable. Access to any platforms managed by ROI Masters will be returned to the Client within 7 business days.

9. Limitation of Liability

To the maximum extent permitted by applicable law, ROI Masters shall not be liable for any indirect, incidental, consequential, or punitive damages arising from the provision of services, including loss of profits, revenue, data, or business opportunities.

In any event, ROI Masters’s total aggregate liability to the Client shall not exceed the total fees paid by the Client in the three (3) months preceding the event giving rise to the claim.

10. Indemnification

The Client agrees to indemnify and hold harmless ROI Masters and its employees, directors, contractors, and agents from any claims, damages, losses, or expenses (including legal fees) arising from: the Client’s use of services, breach of these Terms, materials provided by the Client that infringe third-party rights, or the Client’s violation of applicable laws.

11. Governing Law and Dispute Resolution

These Terms are governed by the laws of Sri Lanka. Any disputes arising from or relating to these Terms or the services shall first be addressed through good-faith negotiation. If negotiation fails within 30 days, disputes shall be submitted to binding arbitration in Sri Lanka in accordance with applicable arbitration rules.

For clients in jurisdictions with mandatory consumer or business protection regulations, those regulations shall apply to the extent they are more protective than Sri Lankan law.

12. Force Majeure

Neither party shall be liable for delays or failure to perform caused by circumstances beyond reasonable control, including natural disasters, acts of government, power outages, internet disruptions, global pandemics, or other force majeure events. The affected party shall notify the other party promptly and resume performance as soon as reasonably practicable.

13. Amendments

ROI Masters may update these Terms from time to time. Clients will be notified of material changes via email or notice on our website. Continued use of services after such notification constitutes acceptance of the revised Terms. It is the Client’s responsibility to review the Terms periodically.

14. Entire Agreement

These Terms, together with any signed proposals, statements of work, and service agreements, constitute the entire agreement between the parties regarding the subject matter hereof and supersede all prior discussions, representations, or agreements, whether written or oral.

15. Contact Information

For any questions regarding these Terms of Service, please contact us:

ROI Masters
Email: brand@roimasters.net
Website: roimasters.net
Sri Lanka: (+94) 771 169 798
Botswana: (+267) 76 601 111