Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you or the entity you represent ("Client", "you") and Tompa Akter Oishey, operating under Kinetic Growth Lab ("Service Provider", "we", "us", or "our").

By engaging our professional services, booking a diagnostic growth audit, executing a formal Statement of Work (SOW), or utilizing this website, you explicitly agree to be bound by these Terms. If you do not agree to all provisions contained herein, you must refrain from using our services or accessing our platform.

2. Scope of Services & Project Execution

We provide high-level growth architecture across three primary disciplines:

• Performance Marketing & SEO: Algorithmic media buying (Google Ads, Meta Advantage+), technical SEO audits, Core Web Vitals remediation, server-side tracking (sGTM, Meta CAPI), and B2B lead generation.
• Full-Stack Web Engineering: Custom e-commerce architectures (Shopify, Hydrogen, WooCommerce), high-converting landing pages, and modern web applications (Next.js, React, Astro, Tailwind CSS).
• Artificial Intelligence Solutions: Autonomous conversational support agents (OpenAI, Claude, RAG vector architectures), business workflow automations (Make.com, n8n), and predictive analytics pipelines.

Each bespoke client engagement is governed by a mutually executed Statement of Work (SOW) or proposal outlining specific deliverables, milestone schedules, technical specifications, and compensation frameworks. In the event of a conflict between an individual SOW and these general Terms, the provisions of the SOW shall supersede.

3. Intellectual Property Rights & Ownership

We maintain transparent, client-first intellectual property policies:

• Client Work Product: Upon receipt of 100% full and final payment for the contracted services, the Client owns all right, title, and interest in and to the custom deliverables created specifically for the project, including final custom source code, bespoke graphic designs, direct-response copywriting, and ad account configurations.
• Pre-Existing & Proprietary Frameworks: We retain exclusive ownership of our pre-existing codebases, developer boilerplates, proprietary algorithms, design system templates, and internal automation blueprints ("Service Provider Tools"). To the extent that Service Provider Tools are embedded into Client deliverables, we grant the Client a perpetual, worldwide, non-exclusive, royalty-free license to use, maintain, and execute such tools solely in conjunction with the project.
• Third-Party Licenses & Subscriptions: The Client is solely responsible for acquiring and maintaining licenses for third-party software, fonts, hosting platforms, SaaS tools, and API tokens (e.g., Shopify monthly fees, OpenAI token usage, Cloudflare plans) necessary to operate the deliverables.

4. Invoicing, Retainers & Payment Schedules

Professional fees are established on a fixed-project, milestone, or monthly recurring retainer basis:

• Project Deposits: Unless otherwise agreed in an SOW, custom development and setup projects require a non-refundable commencement deposit of 50%, with the remaining balance due upon milestone completion or prior to production deployment.
• Monthly Growth Retainers: Monthly marketing management, ongoing SEO, and automation maintenance retainers are billed in advance on the 1st of each calendar month with Net-7 payment terms.
• Late Payments & Service Suspension: Invoices outstanding past their due date incur a 1.5% monthly late finance fee. We reserve the immediate right to pause active campaign management, halt development sprints, or temporarily restrict access to staging environments until overdue balances are cleared.

5. Client Responsibilities & Direct Ad Spend

The Client agrees to collaborate in good faith to facilitate project completion:

• Funding Direct Advertising Budgets: All third-party advertising costs (Google Ads, Meta Ads, TikTok Ads, LinkedIn Ads) must be funded directly by the Client via their own payment methods attached to their respective platform accounts. Our professional fees cover strategy, management, and engineering, and do not include direct media spend.
• Access & Approvals: The Client must furnish timely access to relevant DNS records, hosting servers, analytics accounts, and brand assets, and provide consolidated feedback within 3 business days of milestone submissions.
• Regulatory Content Compliance: The Client warrants that all marketing materials, product claims, trademarks, and consumer representations provided to us are truthful, substantiated, and comply with all applicable advertising laws.

6. Project Timelines, Revisions & Scope Creep

Estimated project timelines are provided in good faith and depend upon timely Client input:

• Revision Cycles: Fixed-price project deliverables include up to two (2) rounds of standard revisions requested within 10 days of presentation. Revisions must align with the original SOW objectives.
• Scope Creep Policy: Any requests for additional features, structural architectural pivots, third-party integrations not specified in the SOW, or expedited turnarounds outside initial agreements will be documented in a written Change Order and billed at our standard hourly engineering rate ($120/hr) or as an add-on milestone.

7. Performance Standards & Limitation of Liability

We perform our services with professional diligence, state-of-the-art technical practices, and rigorous engineering standards. However, the following limitations apply:

• No Guarantee of Uncontrollable Platform Metrics: While we consistently engineer high ROAS and improved organic rankings, the Client acknowledges that search engine algorithm updates (Google SGE core updates), ad auction volatility, competitor bid behavior, and consumer demand fluctuations are inherently dynamic and beyond our deterministic control. We do not guarantee specific monetary profits or permanent #1 rankings.
• Limitation of Damages: In no event shall Tompa Akter Oishey or Kinetic Growth Lab be liable for any indirect, incidental, punitive, consequential, or exemplary damages, including lost revenue, lost profits, business interruption, or data loss, arising from or related to the services.
• Aggregate Financial Cap: Our total cumulative liability arising from any legal claim, whether in contract, tort, or otherwise, shall not exceed the total fees actually paid by the Client to us during the three (3) months immediately preceding the event giving rise to liability.

8. Confidentiality & Non-Disclosure

Both parties agree to treat as strictly confidential all proprietary business information, customer databases, sales telemetry, marketing performance data, trade secrets, and non-public technical specifications disclosed during the engagement. Confidential information shall not be revealed to any third party without prior written authorization, except as required by applicable law.

9. Term, Cancellation & Termination

Engagements may be concluded in accordance with the following terms:

• Monthly Retainer Cancellation: Either party may terminate an ongoing monthly retainer by providing thirty (30) days advance written notice via email. Retainer fees paid for the active cycle are non-refundable.
• Immediate Termination for Cause: Either party may terminate an engagement immediately upon written notice if the other party commits a material breach of these Terms that remains uncured for fourteen (14) days, or if the Client fails to remit invoice payments within 10 days of formal demand.
• Payment on Termination: Upon termination, the Client remains responsible for paying all accrued fees and completed milestone work up to the effective termination date.

10. Governing Law & Dispute Resolution

These Terms and any dispute arising from client engagements shall be governed by and construed in accordance with the laws governing international commercial transactions.

In the event of any controversy or dispute, the parties agree to first attempt resolution through good-faith executive negotiation for a period of thirty (30) days. If negotiation fails, disputes shall be submitted to confidential, binding commercial arbitration conducted in English under established international arbitration rules.