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Terms & Conditions

Terms & Conditions of Service

Effective Date: [07/08/2025]

These Terms & Conditions (“Terms”) govern all services provided by Outsourced Marketing Agency FZCO (“OMA”), a registered company under IFZA, Dubai, United Arab Emirates.
By accepting a quotation, signing a proposal, or making any payment, the Client (“Client”) agrees to these Terms in full.

1. Scope of Services

OMA provides professional digital marketing, advertising, and creative services, including but not limited to:

  • Paid Media Management (Meta, Google, TikTok, LinkedIn, etc.)

  • Social Media Content Creation & Management

  • SEO and Website Optimisation

  • Campaign Strategy, Brand Development & Creative Direction

  • Reporting, Analytics, and Marketing Automation

The specific services and deliverables are defined in the approved proposal or scope of work (“SOW”).
Any tasks, revisions, or deliverables outside the agreed scope will be quoted and billed separately. OMA reserves the right to refuse out-of-scope work or reschedule it at its discretion.

2. Client Responsibilities

The Client agrees to:

  • Provide all necessary brand assets, product information, credentials, and approvals in a timely manner.

  • Assign one authorised point of contact for communication and approvals.

  • Grant OMA full administrative access to relevant third-party platforms (Meta, TikTok, Google, etc.) where required.

  • Ensure that all provided materials (images, fonts, videos, etc.) are legally owned or licensed for use.

  • Approve or provide feedback on deliverables within 48 hours. Lack of feedback will be deemed approval.

OMA is not responsible for missed deadlines, poor performance, or campaign delays caused by incomplete information, missing access, or slow approvals from the Client.

If the Client becomes unresponsive for more than 14 consecutive days, OMA reserves the right to suspend active work while continuing to bill for all ongoing retainers, subscriptions, or contracted services until formal written notice of termination is received from the Client.

Failure to communicate or provide required approvals shall not constitute termination of the agreement. Billing will continue as per the agreed payment schedule until proper notice is given and acknowledged in writing by OMA.

3. Fees, Payments & No-Refund Policy

  • All invoices are payable within 7 calendar days of issue unless otherwise stated.

  • Fees are exclusive of VAT and taxes.

  • Services may be billed on a monthly retainer, project basis, or as a percentage of ad spend.

  • All payments, deposits, retainers, and setup fees are strictly non-refundable, including in cases of early termination, dissatisfaction, or underperformance.

  • Once any work has commenced, no refund or credit will be provided under any circumstances.

  • Late payments (over 14 days) may incur a 5% monthly late fee and automatic suspension of all services until payment is received.

  • OMA retains ownership of all content, accounts, and deliverables until full payment is received.

3a.Contract Term & Renewal 

For ongoing marketing retainers and management services, the following minimum contract terms apply unless otherwise agreed in writing:

  • Social Media Management: Minimum term of 6 months

  • Paid Advertising (Meta, TikTok, Google etc.): Minimum term of 3 months

  • Search Engine Optimisation (SEO): Minimum term of 6 months

  • Website Design / Development: Project-based (no minimum term)

  • Other Ongoing Marketing or Consulting Services: Minimum term of 3 months

Retainers automatically renew on a rolling monthly basis after the minimum term unless written notice of cancellation is provided at least 30 days before the next billing cycle.

Early termination by the Client prior to the end of the minimum term will result in immediate invoicing of all remaining months in the term, payable within 7 days.

OMA reserves the right to review and adjust monthly fees upon renewal with 30 days’ written notice to the Client.

4. Ad Spend & Account Access

  • Ad spend budgets are paid directly by the Client to the relevant advertising platforms.

  • OMA’s management fees do not include ad spend unless explicitly stated.

  • OMA does not handle or transfer Client advertising funds.

  • OMA shall not be responsible for any billing issues, platform errors, or double charges made by third-party platforms.

  • The Client must maintain ownership and administrative control over all ad accounts, business pages, and domains.

5. Third-Party Platforms & Account Bans

The Client acknowledges that OMA uses third-party platforms such as Meta Business Suite, Google Ads, TikTok Ads, Canva, and others.

OMA is not liable for:

  • Account suspensions, bans, or restrictions due to platform policy violations.

  • Platform errors, API changes, or downtime.

  • Loss of reach, followers, data, or revenue due to platform actions.

  • Rejection or removal of ads for content or policy reasons.

The Client is solely responsible for compliance with each platform’s advertising policies, community standards, and payment verification.
If an account is banned or restricted, OMA may assist with appeals at an additional cost, but is under no obligation to do so.

6. Revisions, Edits & Creative Approval

  • Each static post or creative includes one (1) revision.

  • Video content (e.g., Reels, TikTok, Ads) cannot be re-edited after delivery.

  • Additional static post revisions will be charged at 150 AED per edit.

  • If no feedback is provided within the approval window, content will be considered approved.

  • Creative work is subjective; OMA will deliver work aligned with the approved strategy and brief. Personal preference is not grounds for additional edits or refunds.

7. SEO & Performance Disclaimer

OMA uses industry-standard optimisation and best practices but does not guarantee:

  • First-page search rankings

  • Sales, leads, ROI, or engagement metrics

  • Specific ad performance, CPC, CTR, or conversions

Marketing performance depends on multiple external factors including market conditions, competition, pricing, and product quality.
OMA shall not be liable for underperformance or unmet expectations.

8. Ownership & Intellectual Property

  • All creative materials, graphics, copy, reports, and strategies produced by OMA remain OMA’s property until full payment is received.

  • Upon full payment, the Client receives a non-exclusive, perpetual licence to use the final deliverables for their business.

  • Working files, templates, systems, and processes remain the intellectual property of OMA.

  • OMA retains the right to reuse non-client-specific designs, frameworks, or strategies across future projects.

  • The Client may not share, sell, or repurpose OMA’s deliverables or strategies without written consent.

9. Third-Party Costs & Licensing

Any external costs, including but not limited to:

  • Stock photography or video footage

  • Font or music licenses

  • Plugin, hosting, or software subscriptions
    will be charged to the Client separately or reimbursed to OMA upon request.

OMA assumes no responsibility for the legal use of Client-supplied materials and the Client indemnifies OMA against any copyright or licensing claims.

10. Client Conduct & Reputation Protection

OMA reserves the right to immediately terminate services without refund if the Client:

  • Engages in unethical, illegal, or abusive behaviour toward OMA staff

  • Operates or promotes products/services that may damage OMA’s reputation

  • Uses OMA’s work for misleading, defamatory, or non-compliant campaigns

OMA also reserves the right to decline work that conflicts with its ethical standards or business interests.

11. Confidentiality

Both parties agree to maintain strict confidentiality over sensitive information, including business data, login credentials, and marketing strategy.
OMA will take reasonable security measures but cannot guarantee against third-party breaches or platform vulnerabilities.

12. Delays, Force Majeure & Dependencies

OMA shall not be liable for delays or failures caused by events beyond its control, including but not limited to:

  • Platform outages or API errors

  • Third-party vendor delays

  • Governmental restrictions, natural disasters, or acts of God

All project timelines shall be adjusted accordingly, and such events shall not constitute a breach of contract.

13. Subcontracting

OMA may engage qualified third parties or freelancers to assist with service delivery.
OMA remains responsible for managing them and ensuring the quality of work.

14. Termination

Either party may terminate the agreement with 14 days’ written notice.
Upon termination:

  • OMA will invoice for all completed work and outstanding fees.

  • All prepaid fees are non-refundable.

  • OMA may immediately revoke access to systems and files until payment is received in full.

  • Early termination by the Client does not release them from payment obligations for the current billing cycle.

OMA may terminate without notice in cases of non-payment, misconduct, or reputational risk.

15. Indemnity

The Client agrees to indemnify and hold OMA harmless against all claims, damages, or losses arising from:

  • Misuse of OMA’s deliverables

  • Copyright or trademark infringement from Client-supplied materials

  • Breach of platform policies or legal obligations

16. Limitation of Liability

OMA’s total liability shall not exceed the total amount paid by the Client in the 30 days prior to any claim.
OMA shall not be liable for:

  • Loss of business, profits, or reputation

  • Third-party errors or outages

  • Indirect, incidental, or consequential damages of any kind

17. Use of Work for Portfolio

Unless agreed otherwise in writing, OMA may showcase completed campaigns, visuals, and performance metrics in its portfolio, website, and case studies.
Confidential financial data will never be disclosed.

18. Severability & Jurisdiction

If any clause of these Terms is deemed invalid or unenforceable, the remaining provisions will continue in full force.
These Terms are governed by the laws of the United Arab Emirates.
Disputes will be resolved in the Dubai Courts.

19. Amendments

OMA reserves the right to amend these Terms at any time.
Updated versions will be posted on the OMA website, and continued use of OMA’s services constitutes acceptance of the latest version.

20. Contact

Outsourced Marketing Agency FZCO (OMA)
📧 hello@omaonline.ae
🌐 www.omaonline.ae