Terms of Service

Last Updated: 2023-07-14

Terms of Service for Twelverays.

These Terms of Service listed below apply to Twelverays (LTD), and all products / services offered by Twelverays.

PLEASE READ CAREFULLY.

Plans & Billings

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MONTHLY PLAN BILLING - TOS

Billing Cycle: The billing cycle for our digital marketing services is initiated from the date of your first payment. For instance, if your first payment is made on the 4th of any given month, your subsequent billing cycle will continue every 4th day of each following month. An invoice will be automatically generated and payment will be automatically deducted from your provided payment method.
No Rollover Policy: We strive to provide our clients with exceptional service each month. Our services are based on monthly cycles, and we do not allow any unused portion of our services to roll over into the subsequent month. Each new billing cycle provides a fresh allotment of our digital marketing services.
No Refund Policy: Due to the nature of the services provided, all sales are considered final. We do not provide refunds or credits for any partial-month membership periods or un-utilized services. In the event of any dispute, we encourage you to reach out to our customer service team who are available to resolve any issues you may experience.
30-Day Cancellation Notice Policy: Should you wish to discontinue our services, we require a notice of cancellation 30 calendar days prior to your next billing cycle. This ensures adequate time for us to halt any ongoing campaigns and to prevent any unnecessary charges on your end. For example, if your billing cycle renews on the 4th of every month, we would need your cancellation notice by the 5th of the previous month.
Automatic Renewal Policy: Your plan will automatically renew every month until a cancellation notice is provided. Please note that without a written notice of cancellation (as described in our 30-day cancellation notice policy), you will be billed for the subsequent month as per your established billing cycle. The automatic renewal policy helps ensure that our services to you are uninterrupted, maintaining consistency in your digital marketing campaigns.
Manual Renewal Fee: If, for any reason, a manual renewal of your plan is required, a $50 USD service fee will apply. This is due to the additional resources and labor necessary for our accounting team to manually track and process your payment. To avoid this fee, we strongly encourage our clients to maintain their automated payment information up-to-date and accurate. Please ensure to notify us promptly of any changes to your preferred payment method.
Downgrade/Upgrade Policy: We understand that your business needs may change, and we aim to be flexible in accommodating these shifts. If you wish to downgrade or upgrade your service plan, we require the following:
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Downgrade: If you choose to downgrade your plan, a notice must be given at least 30 calendar days prior to the end of your current billing cycle. This gives us sufficient time to adjust your services for the upcoming month.

Upgrade: If you wish to upgrade your services, a notice of at least 15 calendar days prior to the end of your current billing cycle is required. This allows us to plan and allocate the necessary resources to meet your upgraded needs for the forthcoming month.

Please remember, for any changes in your plan, early notification helps us serve you better.
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3/6-MO COMMITMENT PLAN BILLING - TOS

Billing Cycle (3-Month and 6-Month Commitment Plans): The billing cycle for our services is initiated from the date of your first payment. For example, if your first payment is made on the 4th of any given month, your subsequent billing cycles will continue every 4th day of the month for the duration of your chosen commitment plan. For the 3-month commitment plan, the billing cycle will continue for three consecutive months, and for the 6-month commitment plan, the billing cycle will continue for six consecutive months. An invoice will be automatically generated, and payment will be automatically deducted from your provided payment method.
No Rollover Policy: We strive to provide our clients with exceptional service each month. Our services are based on monthly cycles, and we do not allow any unused portion of our services to roll over into the subsequent month. Each new billing cycle provides a fresh allotment of our digital marketing services.
No Refund Policy: Due to the nature of the services provided, all sales are considered final. We do not provide refunds or credits for any partial-month membership periods or un-utilized services. In the event of any dispute, we encourage you to reach out to our customer service team who are available to resolve any issues you may experience.
30-Day Cancellation Notice Policy: Should you wish to discontinue our services, we require a notice of cancellation 30 calendar days prior to your next billing cycle. This ensures adequate time for us to halt any ongoing campaigns and to prevent any unnecessary charges on your end. For example, if your billing cycle renews on the 4th of every month, we would need your cancellation notice by the 5th of the previous month.
Automatic Renewal Policy: Your plan will automatically renew every month until a cancellation notice is provided. Please note that without a written notice of cancellation (as described in our 30-day cancellation notice policy), you will be billed for the subsequent month as per your established billing cycle. The automatic renewal policy helps ensure that our services to you are uninterrupted, maintaining consistency in your digital marketing campaigns.
Manual Renewal Fee: If, for any reason, a manual renewal of your plan is required, a $50 USD service fee will apply. This is due to the additional resources and labor necessary for our accounting team to manually track and process your payment. To avoid this fee, we strongly encourage our clients to maintain their automated payment information up-to-date and accurate. Please ensure to notify us promptly of any changes to your preferred payment method.
Downgrade/Upgrade Policy: We understand that your business needs may change, and we aim to be flexible in accommodating these shifts. If you wish to downgrade or upgrade your service plan, we require the following:
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Downgrade: If you choose to downgrade your plan, a notice must be given at least 30 calendar days prior to the end of your current billing cycle. This gives us sufficient time to adjust your services for the upcoming month.

Upgrade: If you wish to upgrade your services, a notice of at least 15 calendar days prior to the end of your current billing cycle is required. This allows us to plan and allocate the necessary resources to meet your upgraded needs for the forthcoming month.

Please remember, for any changes in your plan, early notification helps us serve you better.

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RETAINER BASED BILLING - TOS

Payment Due Up Front: The fees for our services on a retainer basis are paid upfront. Upon signing the contract, the client agrees to pay the total retainer fee in advance of any services rendered. This allows us to allocate resources efficiently and prioritize your projects.
Expiry of Hours: The hours that are purchased in a retainer contract must be used within one year from the date of payment. After this period, any unused hours will expire and cannot be claimed or rolled over into a new contract.
No Rollover Policy: Our retainer services operate on a "use it or lose it" basis. Hours that are not utilized within the specified contract period (1 year from the date of payment) do not roll over into the subsequent period or into a new contract. It is important to plan and use your allocated hours within the given timeframe.
Timesheet Disputes: Any disputes or queries regarding the timesheet must be raised within five business days after the end of the month for which the timesheet is issued. For example, for an October timesheet, disputes must be brought forward by the fifth business day of November. This policy enables us to promptly address and resolve issues, thus ensuring accurate billing. Please note that disputes raised beyond this five-business-day period may not be eligible for consideration.
Billing by the Minute: Our services are billed by the minute as tracked in the timesheet. This allows for precise accounting of the time spent on your projects. The timesheet will detail the tasks undertaken and the exact time spent on each task. This meticulous tracking ensures you are only billed for the time we spent servicing your needs.
No Refund Policy: Given the nature of the retainer-based services, all sales are considered final. As these services are allocated and organized based on the agreed-upon upfront payment, we are unable to offer refunds or credits for any unused hours or partial-month membership periods. If you have any concerns or disputes, we encourage you to get in touch with our customer service team at your earliest convenience. We strive to resolve all issues promptly to ensure your satisfaction.

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INSTALMENT BASED (FIXED PRICE) PROJECT BILLING - TOS

Nature of Service: Our instalment based project billing is designed for large or complex projects that are set to be completed over an extended timeframe.‍
Payment Schedule: The specifics of the payment schedule, including the amount and timing of each instalment, will be detailed in the contractual agreement established between Twelverays and the client.
‍Payment Terms: Each instalment payment is due on the specified date outlined in the agreement. If payment is not received by the due date, Twelverays reserves the right to suspend or terminate services until full payment is received.
‍Modification or Cancellation: The client has the right to modify or cancel the instalment-based project billing by providing a written notice to Twelverays, adhering to the terms outlined in the agreement.‍
Fee Adjustments: Twelverays retains the right to adjust the fees for the instalment-based project billing, provided the client receives reasonable notice. However, any such adjustments will not apply to services already underway or completed at the time of the adjustment.‍
Billing Disputes: Any disputes or queries regarding the billing or payment for the instalment-based project should be communicated to Twelverays in writing within 15 days of receiving the invoice. Failure to raise the dispute within this timeframe will be considered as waiving of any such disputes.

PAYMENT METHODS

Preferred Payment Method: We highly encourage our customers to utilize credit card payments (major credit cards are accepted) via Stripe.com, our preferred payment gateway. By choosing this method, you consent to the automatic renewal (If applicable) of your service on each renewal date until your service is cancelled in accordance with the terms of this agreement. As a good will gesture, no credit card fee will be imposed (e.g. 2.5% fee for using CC)
Alternative Payment Method: Electronic Funds Transfer (EFT), Pre-Authorized Debit (PAD),Automated Clearing House (ACH),Electronic Transfer (eTransfer), Cheques are also accepted with potential extra processing fees mentioned below.
Cheque Payment Method: Cheque payment method will impose an additional $50 USD manual processing fee per cheque. This is due to the extra resources required to process this payment.
EFT, PAD, ACH, ETransfer: Please be aware that it is possible that your bank may charge you a fee for using mentioned payment service to transfer the payment to us. This is out of our control and we highly recommend you to review your bank's policy around the fee structure for the mentioned payment options.
Changes to Payment Terms: We reserve the right to modify these payment terms at any time. We will provide notice of any significant changes on our website or through other appropriate communication channels. Your continued use of our services after a change in the payment terms constitutes your acceptance of the amended payment terms.

Data Ownership - TOS

Ownership of Client Data: As an agency providing digital marketing, consulting, and web development services in North America, we understand the importance of data ownership. Any data provided by the client or generated through our services will be considered the sole property of the client. We do not claim any ownership rights over the client's data.
Data Usage and Confidentiality: We will handle the client's data with the utmost care and confidentiality. Our team members and employees will adhere to strict data protection protocols to ensure the security and privacy of the client's data. We will only use the client's data for the purpose of providing the agreed-upon services and will not disclose or share it with any third parties without the client's explicit consent, unless required by law.
Intellectual Property Rights: Any intellectual property rights related to the client's data, including but not limited to trademarks, logos, copyrights, and patents, will remain the exclusive property of the client. We will not use, reproduce, or modify the client's intellectual property without prior written consent from the client.
Data Storage and Retention: We will store and retain the client's data for the duration necessary to fulfill the agreed-upon services. After the completion of the services or upon the client's request, we will securely delete or return all client data, including any copies or backups, unless retention is required by law or mutually agreed upon by both parties.
Data Backup and Recovery: We will implement reasonable data backup and recovery procedures to prevent data loss. However, we cannot guarantee the absolute integrity or availability of the client's data. It is the client's responsibility to maintain their own backups of critical data.
Third-Party Service Providers: In the course of providing our services, we may engage third-party service providers or subcontractors. Any data shared with these providers will be done so under strict confidentiality agreements, and they will be bound by the same data protection and ownership terms as outlined in this agreement.
Data Security Measures: We will employ industry-standard security measures to protect the client's data from unauthorized access, loss, or disclosure. However, no method of data transmission or storage can guarantee absolute security. The client acknowledges and agrees that we shall not be liable for any unauthorized access, loss, or disclosure of their data beyond our reasonable control.
Changes to Data Ownership Terms: These Data Ownership Terms of Service may be updated or modified from time to time. Any changes will be communicated to the client and will require their acceptance or continued use of our services as an indication of their agreement to the updated terms.

By engaging our agency's services, the client acknowledges and agrees to these Data Ownership Terms of Service.

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Limitation of Liability - TOS

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No Guarantees: While we strive to provide high-quality services, we cannot guarantee specific outcomes or results. The client acknowledges that the success of their digital marketing, consulting, and web development projects depends on various factors beyond our control, such as market conditions and user preferences. Therefore, we shall not be held liable for any specific results, revenue, or business performance.
Indirect Damages: In no event shall our agency, its directors, employees, or affiliates be liable for any indirect, incidental, consequential, or punitive damages arising out of or in connection with the use of our services. This includes but is not limited to loss of profits, business interruption, or reputational harm.
Third-Party Services: We may recommend or integrate third-party services, platforms, or tools as part of our services. We shall not be responsible for any issues, damages, or losses arising from the use of such third-party services. The client acknowledges that their use of third-party services is subject to the terms and conditions of those providers.
Limited Liability: Our agency's total liability, regardless of the cause of action, shall be limited to the total fees paid by the client for the specific services rendered during the six-month period preceding the event giving rise to the liability.

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Client's Responsibility

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Accurate Information: The client is responsible for providing accurate and up-to-date information required for the execution of our services. This includes but is not limited to business details, target audience, branding guidelines, and access to relevant systems or platforms.
Compliance with Laws: The client shall comply with all applicable laws, regulations, and industry standards. This includes obtaining necessary permissions, licenses, or consents for the use of any content or data provided to us for the provision of our services.
Content Ownership and Rights: The client represents and warrants that they own or have obtained all necessary rights, licenses, and permissions for the content provided to us. The client shall indemnify and hold our agency harmless from any claims or liabilities arising from the use of unauthorized content.
Timely Feedback and Cooperation: The client agrees to provide timely feedback, approvals, and cooperation during the course of our services. Delays caused by the client's unresponsiveness or failure to provide necessary inputs may impact project timelines and deliverables.
Review and Testing Responsibility: The client is responsible for reviewing and testing the deliverables provided by our agency. It is the client's responsibility to identify any errors, omissions, or discrepancies and promptly communicate them to us for correction.
Confidentiality: The client shall maintain the confidentiality of any proprietary information, trade secrets, or confidential materials provided by our agency. The client shall not disclose such information to any third parties without our prior written consent.

Client Account Access

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Introduction: This section of Twelverays' Terms of Service ("TOS") pertains specifically to Client Account Access and is designed to clarify our policies and procedures. Please read these terms carefully. Your access to and use of our services signifies your agreement to these terms.
Account Access: In order to provide our services, Twelverays may need to request access to your social media accounts, website logins, or other digital properties ("Client Accounts"). This access is solely for the purpose of providing our services as agreed upon in the service contract.
Client Responsibilities: As the client, you are responsible for maintaining the security of your Client Accounts. This includes implementing strong passwords, routinely updating these passwords, and ensuring the use of any and all other appropriate security measures such as two-factor authentication. Twelverays is not responsible for your account security; any potential breaches remain the sole responsibility of the account owner.
Liability Limitation: Twelverays and its affiliates, directors, officers, employees, agents, contractors, successors, and assigns will not be liable for any direct, indirect, punitive, incidental, special, consequential, or exemplary damages, including without limitation damages for loss of profits, goodwill, use, data, or other intangible losses that result from the access or use of, or inability to access or use, the Client Accounts.
To the maximum extent permitted by applicable law, Twelverays assumes no liability or responsibility for any (i) errors, mistakes, or inaccuracies in content accessed through the Client Accounts; (ii) personal injury or property damage, of any nature whatsoever, resulting from your access to or use of our service; or (iii) any unauthorized access to or use of our secure servers and/or any and all personal information stored therein.

Use Provisions

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Introduction: This section of Twelverays' Terms of Service ("TOS") pertains specifically to Client Account Access and is designed to clarify our policies and procedures. Please read these terms carefully. Your access to and use of our services signifies your agreement to these terms.
Account Access Provision: In order to provide our services, Twelverays may need to request access to your social media accounts, website logins, or other digital properties ("Client Accounts"). This access is solely for the purpose of providing our services as agreed upon in the service contract.
Client Responsibilities Provision: As the client, you are responsible for maintaining the security of your Client Accounts. This includes implementing strong passwords, routinely updating these passwords, and ensuring the use of any and all other appropriate security measures such as two-factor authentication. Twelverays is not responsible for your account security; any potential breaches remain the sole responsibility of the account owner.
Liability Limitation Provision: Twelverays and its affiliates, directors, officers, employees, agents, contractors, successors, and assigns will not be liable for any direct, indirect, punitive, incidental, special, consequential, or exemplary damages, including without limitation damages for loss of profits, goodwill, use, data, or other intangible losses that result from the access or use of, or inability to access or use, the Client Accounts.
To the maximum extent permitted by applicable law, Twelverays assumes no liability or responsibility for any (i) errors, mistakes, or inaccuracies in content accessed through the Client Accounts; (ii) personal injury or property damage, of any nature whatsoever, resulting from your access to or use of our service; or (iii) any unauthorized access to or use of our secure servers and/or any and all personal information stored therein.

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Small Business Social Media Management Plan Terms

¹Client must supply an image for us to use. The cost to produce photography and videography is NOT included in our monthly package rates. Some contents will be repurposed for other social channels. We reserve the right to post up to x posts (based on plan selected) due to approval delays, content delays or other unforeseeable delays. We will try our best to fulfill the max posting per month.

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²Applicable for Instagram only.

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³Applicable for Twitter only.

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⁴Boosting only; does not include running a full social media ads. Separate plan is required to run social media Ads.

Small Business Short Video Management

¹Client must supply an video back for us to use. The cost to produce photography and videography is NOT included in our monthly package rates. Our team is happy to offer photography and videography services. Please contact us for photography rates.

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Some contents will be repurposed for other social channels. We reserve the right to post up to x posts (based on plan selected) due to approval delays, content delays or other unforeseeable delays. We will try our best to fulfill the max posting per month