Terms of Service (TOS) – Please ensure you read before initiating any transaction

Terms of Service (TOS)

for Raiment Digital Labs

Effective Date: January 10, 2024
Last Updated: March 15, 2025

These Terms of Service (“TOS”) constitute a legally binding agreement between Raiment Digital Labs (“the Agency,” “we,” “our,” or “us”) and any individual or entity (“the Client,” “you,” or “your”) who engages our digital marketing, advertising, or consulting services (“the Services”).
By engaging our Services or continuing to patronize Raiment Digital Labs, you acknowledge that you have read, understood, and agreed to be bound by these Terms.

1. Definitions

  • Service Fee: Transactional or operational charges per invoice, covering administrative or setup costs directly related to delivering the Services.

     

  • Management / Consulting Fee: Payment made for strategic planning, campaign setup, optimization, reporting, and professional management of advertising accounts on behalf of the Client.

     

  • Ad Budget: The actual funds provided or approved by the Client that are used to run ad campaigns on platforms such as Google, Meta, or other advertising networks.

     

  • Agency Ad Credit Account: The Agency’s private advertising account or credit system used internally to run campaigns for Clients who have not paid a separate management fee.

     

2. Scope of Service

  1. Raiment Digital Labs provides services which may include, but are not limited to:

     

    • Google Ads, Meta Ads, and other digital ad campaign management;

       

    • Search Engine Optimization (SEO) and analytics;

       

    • Consulting, campaign strategy, and performance reporting;

       

    • Related digital marketing advisory or creative services.

       

  2. The exact scope, duration, and nature of each service may be communicated via invoice, quotation, or written correspondence.

     

3. Payment Terms

  1. All payments for services must be made in full before campaign execution unless otherwise agreed in writing.

     

  2. Payment of any invoice constitutes acceptance of these Terms.

     

  3. Service Fees are non-refundable once services have commenced, except where required by law.

     

  4. The Ad Budget provided by the Client shall be used solely for the purpose of running campaigns on agreed platforms.

     

4. Use of Agency Ad Credit Account

  1. In cases where the Client has not paid a separate Management or Consulting Fee but requests the Agency to manage or optimize campaigns, the Client consents to the Agency managing such campaigns via the Agency’s private Ad Credit Account.

     

  2. The Client shall not have access to the Agency’s Ad Credit Account or its historical data, as it contains proprietary configurations and confidential information used across multiple clients.

     

  3. The Agency shall provide monthly performance reports summarizing campaign spend, performance, and key insights.

     

  4. If the Client insists or threatens to gain unauthorized access to the Agency’s Ad Credit Account, the Agency reserves the right to immediately suspend or terminate the service without any liability.

     

5. Ownership and Intellectual Property

  1. Campaign structures, creatives, and data created within the Client’s own ad accounts remain the property of the Client.

     

  2. Campaigns, data, strategies, and materials developed within the Agency’s internal systems or Ad Credit Accounts remain the exclusive property of Raiment Digital Labs.

     

  3. The Agency retains ownership of all intellectual property, tools, and optimization methods used in delivering Services.

     

6. Reporting

  1. The Agency shall provide monthly reports summarizing campaign spend, performance metrics, and strategic recommendations.

     

  2. Reports will be considered final unless the Client raises written queries within five (5) business days of receipt.

     

7. Confidentiality

  1. Both parties agree to treat all non-public business information, data, or records received from the other as confidential.

     

  2. Confidentiality obligations shall survive termination of the engagement.

     

8. Limitation of Liability

  1. Raiment Digital Labs shall not be liable for any indirect, incidental, consequential, or special damages arising out of or relating to the Services, including loss of profit, data, or goodwill.

     

  2. The Agency’s total liability under any claim shall not exceed the total amount paid by the Client for the Services during the month in question.

     

  3. The Agency shall not be responsible for:

     

    • Platform errors or downtimes (e.g., Google Ads, Meta Ads);

       

    • Delays caused by the Client’s failure to provide required assets or approvals;

       

    • Outcomes beyond the Agency’s control (e.g., market shifts, ad platform algorithm changes, or audience behavior etc.).

       

9. Termination

  1. Either party may terminate the engagement by written notice or cessation of service.

     

  2. The Agency may suspend or terminate services immediately where:

     

    • The Client violates these Terms;

       

    • The Client issues threats, defamatory remarks, or demands unauthorized access; or

       

    • Payments are overdue.

       

  3. Upon termination, the Agency shall deliver any outstanding reports for paid campaigns and close out all active accounts in an orderly manner.

     

10. Indemnification

The Client agrees to indemnify and hold harmless Raiment Digital Labs, its directors, employees, and agents from any claims, damages, or expenses (including reasonable legal fees) arising from:

  • The Client’s misuse of ad platforms;

     

  • Breach of these Terms; or

     

  • Misrepresentation of data or campaign objectives.

     

11. Governing Law and Jurisdiction

  1. These Terms shall be governed and construed in accordance with the laws of the Federal Republic of Nigeria.

     

  2. Any dispute arising from or related to this TOS shall first be resolved amicably through good faith negotiation.

     

  3. Where such resolution fails, the dispute shall be submitted to the courts of competent jurisdiction in Lagos State, Nigeria.

     

12. Entire Agreement

These Terms constitute the entire agreement between Raiment Digital Labs and the Client regarding the Services and supersede all prior communications, proposals, or understandings, whether oral or written.

13. Modification of Terms

Raiment Digital Labs reserves the right to amend these Terms at any time. Updated versions will be posted on the Agency’s website with a revised effective date. Continued engagement by the Client constitutes acceptance of such changes.

14. Acceptance

By engaging the services of Raiment Digital Labs, making payment, or continuing to patronize the Agency, the Client acknowledges that they have read, understood, and agreed to be bound by this Terms of Service.