Terms of Service

Last Updated: March 22, 2025

Welcome to Vertex Media Group. These Terms of Service ("Terms") govern your access to and use of the services provided by Vertex Media Group ("Company", "we", "us", or "our"). By accessing our website or engaging our services, you agree to be bound by these Terms.

1. Services

Vertex Media Group provides digital marketing and consulting services including, but not limited to:

• Media buying and paid advertising management
• Performance marketing strategy and execution
• Sales funnel design and development
• Business consulting and strategic advisory
• Training programs and educational workshops
• Analytics, reporting, and data analysis

The specific scope of services will be defined in a separate Service Agreement or Statement of Work ("SOW") agreed upon by both parties before work begins.

2. Client Obligations

By engaging our services, you agree to:

• Provide accurate and complete information necessary for service delivery
• Grant necessary access to advertising accounts, analytics platforms, and other tools as required
• Review and provide feedback on deliverables in a timely manner
• Comply with all applicable advertising platform policies and regulations
• Ensure that all products, services, or content you ask us to promote comply with applicable laws

3. Fees and Payment

3.1 Payment Terms

All fees and payment schedules will be outlined in your Service Agreement or SOW. Unless otherwise specified:

• Invoices are due within 15 days of issuance
• Late payments may incur a fee of 1.5% per month on the outstanding balance
• All fees are quoted in USD unless otherwise stated

3.2 Ad Spend

Advertising spend is separate from our service fees. Client is responsible for all ad platform charges. We do not markup or profit from your ad spend unless explicitly agreed upon in writing.

3.3 Taxes

All fees are exclusive of applicable taxes. Client is responsible for all sales, use, and other taxes associated with their purchase of services, excluding taxes based on the Company's income.

4. No Guarantees

Important: Vertex Media Group does not guarantee any specific results, outcomes, revenue, or return on investment. Marketing results depend on numerous factors beyond our control, including but not limited to market conditions, competition, product quality, pricing, and audience behavior. Any examples, case studies, or statistics shared are for illustrative purposes only and do not constitute a promise or guarantee of similar results.

5. Intellectual Property

5.1 Client Materials

The Client retains ownership of all pre-existing intellectual property, including brand assets, trademarks, logos, and content provided to us for use in campaigns.

5.2 Company Materials

All strategies, methodologies, frameworks, templates, and proprietary tools developed by Vertex Media Group remain the intellectual property of the Company unless explicitly transferred in writing.

5.3 Deliverables

Upon full payment, the Client receives a license to use all custom deliverables (ad creatives, copy, landing pages) created specifically for their campaigns. Ownership and usage rights will be detailed in the SOW.

6. Confidentiality

Both parties agree to maintain the confidentiality of all non-public information shared during the engagement. This includes business strategies, campaign data, financial information, customer lists, and proprietary methodologies. Confidentiality obligations survive the termination of services.

7. Term and Termination

7.1 Term

The initial term of services will be specified in your Service Agreement. Unless otherwise agreed, engagements renew on a month-to-month basis after the initial term.

7.2 Termination

Either party may terminate the agreement with 30 days' written notice. Early termination may be subject to fees as outlined in the Service Agreement.

7.3 Effect of Termination

Upon termination: (a) all outstanding invoices become immediately due; (b) the Company will provide final reporting within 14 business days; (c) Client will retain access to their own advertising accounts and data.

8. Limitation of Liability

To the maximum extent permitted by applicable law, Vertex Media Group's total liability for any claims arising from or related to our services shall not exceed the total amount of fees paid by the Client in the three (3) months preceding the claim. In no event shall the Company be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to loss of profits, data, or business opportunities.

9. Indemnification

The Client agrees to indemnify and hold harmless Vertex Media Group, its officers, directors, employees, and agents from any claims, damages, losses, or expenses arising from: (a) the Client's breach of these Terms; (b) the Client's products or services; (c) any content or materials provided by the Client for use in marketing campaigns.

10. Dispute Resolution

Any disputes arising from these Terms or our services shall first be attempted to be resolved through good-faith negotiation between the parties. If a resolution cannot be reached within 30 days, the dispute shall be resolved through binding arbitration in accordance with the rules of the applicable arbitration authority in the jurisdiction specified in your Service Agreement.

11. Modifications

We reserve the right to update these Terms at any time. Material changes will be communicated to active clients via email at least 30 days before taking effect. Continued use of our services after any modifications constitutes acceptance of the updated Terms.

12. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the jurisdiction specified in your Service Agreement, without regard to its conflict of law provisions.

13. Contact Information

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

NAMORIE SERVICES FZE
d/b/a Vertex Media Group
Email: contact@vertexmediagroup.com
Address: Business Center, Sharjah Publishing City Free Zone, UAE