Introduction
These Terms and Conditions (“Terms”) govern your use of the Luminous Metrics website located at luminousmetrics.com (the “Site”) and the digital marketing services (the “Services”) offered by Luminous Metrics (“we,” “us,” or “our”), a company based in Dubai, UAE, serving clients globally. By accessing our Site or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, please do not use our Site or Services.
Services
Luminous Metrics offers a range of digital marketing services, including but not limited to Performance Marketing, Website Designing, SEO, Ecommerce Services (Amazon, Walmart, Noon Account Management & Ads), Facebook Ads, Video & Photography for Marketing, and Branding. The specific scope of Services, deliverables, timelines, and fees for each client will be detailed in a separate Service Agreement or Proposal, which will supplement these Terms.
Proposals and Service Agreements
- All proposals provided by Luminous Metrics are estimates based on the information provided by the client and are valid for a specified period.
- A formal Service Agreement or signed Proposal will outline the specific services to be provided, project scope, payment terms, and other key details. In case of any conflict between these Terms and a Service Agreement, the terms of the Service Agreement will prevail.
Client Obligations
- Clients agree to provide Luminous Metrics with all necessary information, materials, and access (e.g., to website backends, ad accounts) required to perform the Services effectively and in a timely manner.
- Clients are responsible for the accuracy and legality of all content and materials provided to Luminous Metrics.
- Clients warrant that they have the right to use any intellectual property, including trademarks, logos, and copyrighted material, provided to us for use in connection with the Services.
Fees and Payment
- Fees for Services will be set out in the Service Agreement or Proposal.
- Payment terms will be specified in the Service Agreement. This may include upfront payments, milestone payments, or recurring monthly fees.
- Late payments may incur interest charges as specified in the Service Agreement or otherwise at a rate of [e.g., 1.5%] per month on the outstanding balance.
- All fees are exclusive of any applicable taxes (e.g., VAT), which will be added to the invoice as required by law.
Intellectual Property
- Client Content: The client retains all intellectual property rights to the content and materials they provide to Luminous Metrics.
- Luminous Metrics Materials: We retain all intellectual property rights to our proprietary tools, methodologies, software, pre-existing materials, and any know-how used in providing the Services (“Luminous Metrics IP”).
- Deliverables: Upon full payment for the Services, the client will own the specific final deliverables created by Luminous Metrics exclusively for the client as outlined in the Service Agreement. However, Luminous Metrics retains the right to use the work for portfolio and marketing purposes, unless otherwise agreed in writing. Luminous Metrics IP used in the deliverables remains our property, but the client is granted a license to use it as part of the deliverables.
Confidentiality
Both Luminous Metrics and the client agree to keep confidential all non-public information received from the other party that is marked as confidential or would reasonably be considered confidential. This obligation will continue for a specified period (e.g., 2 years) after the termination of the Service Agreement.
Term and Termination
- The term of the engagement will be specified in the Service Agreement.
- Either party may terminate a Service Agreement with written notice if the other party breaches a material term and fails to cure such breach within a specified period (e.g., 30 days).
- Specific termination clauses, including any applicable early termination fees, will be outlined in the Service Agreement.
- Upon termination, the client is responsible for paying for all Services performed up to the date of termination.
Disclaimers and Limitation of Liability
- No Guarantees: While Luminous Metrics strives to achieve the best possible results, we do not guarantee specific outcomes or results from our Services (e.g., specific search engine rankings, sales figures, or ROI). The digital marketing landscape is dynamic and influenced by factors beyond our direct control.
- Third-Party Platforms: Our Services may involve the use of third-party platforms (e.g., Google, Facebook, Amazon). We are not responsible for changes in policies, algorithms, or actions by these platforms that may impact campaign performance or service delivery.
- Limitation of Liability: To the fullest extent permitted by law, Luminous Metrics’ total liability for any claim arising out of or relating to these Terms or the Services, whether in contract, tort, or otherwise, will be limited to the total fees paid by the client to Luminous Metrics for the specific Services giving rise to the claim in the [e.g., six (6) months] preceding the event that caused the liability.
- Indirect Damages: In no event will Luminous Metrics be liable for any indirect, incidental, special, consequential, or punitive damages (including loss of profits, data, or goodwill) arising out of or relating to the Services.
Indemnification
The client agrees to indemnify, defend, and hold harmless Luminous Metrics, its officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) arising out of or in any way connected with: (a) the client’s breach of these Terms or the Service Agreement; (b) any content or materials provided by the client; or (c) the client’s use of the Services in violation of applicable law.
Governing Law and Dispute Resolution
These Terms and any disputes arising out of or in connection with them or the Services shall be governed by and construed in accordance with the laws of the Dubai International Financial Centre (DIFC), Dubai, UAE, without regard to its conflict of law principles. Any disputes shall be subject to the exclusive jurisdiction of the courts of the DIFC. (Alternative for broader UAE law: …laws of the United Arab Emirates as applicable in the Emirate of Dubai. Any disputes shall be resolved through the Dubai Courts.) Choose one and consult legal advice.
Amendments
We reserve the right to modify these Terms at any time. We will notify you of any changes by posting the new Terms on this Site and updating the “Effective Date.” Your continued use of the Site or Services after such changes constitutes your acceptance of the new Terms. For ongoing Service Agreements, amendments will typically require written agreement from both parties.
Entire Agreement
These Terms, together with any applicable Service Agreement or Proposal and our Privacy Policy, constitute the entire agreement between you and Luminous Metrics regarding your use of our Site and Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral.
Severability
If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
Contact Information
If you have any questions about these Terms and Conditions, please contact us:
- By email: [Insert Legal/Contact Email Address – e.g., legal@luminousmetrics.com]
- By visiting this page on our website: [Link to Contact Us Page]
- By mail: [Insert Dubai Physical Address, if available/appropriate]