BEROYAR
beroyar.icu
boost to digital marketing
TERMS AND CONDITIONS
Effective Date: April 12, 2025
1. INTRODUCTION
Welcome to Beroyar.icu. These Terms and Conditions govern your use of digital marketing and advertising services provided by an independent freelance professional operating under the brand name "Beroyar.icu" ("Freelancer", "I", "me", or "my"). By engaging these services, you agree to these terms in their entirety. Please read them carefully before proceeding with any service agreement. These terms constitute a legally binding agreement between you ("Client") and the Freelancer providing services under the Beroyar.icu brand.
2. SERVICE DESCRIPTION
Beroyar.icu provides digital marketing services including but not limited to Search Engine Optimization (SEO), Google My Business setup and optimization, website speed optimization, keyword research, content creation, and branding services. The specific services to be provided will be outlined in a separate Service Agreement or proposal accepted by the Client. The Freelancer reserves the right to modify, replace or discontinue any service at their discretion, with reasonable notice provided to active clients.
3. PAYMENT TERMS
3.1. Fees for services are as specified in the Service Agreement or accepted proposal.
3.2. For monthly services such as SEO packages, payment is due on or before the 5th day of each month for that month's services.
3.3. One-time services require full payment in advance unless otherwise specified.
3.4. All payments are non-refundable unless explicitly stated otherwise in writing.
3.5. Late payments may result in suspension of services and will incur a late fee of 2% per month or the maximum permitted by law, whichever is less.
3.6. Client is responsible for all taxes applicable to the services provided.
3.2. For monthly services such as SEO packages, payment is due on or before the 5th day of each month for that month's services.
3.3. One-time services require full payment in advance unless otherwise specified.
3.4. All payments are non-refundable unless explicitly stated otherwise in writing.
3.5. Late payments may result in suspension of services and will incur a late fee of 2% per month or the maximum permitted by law, whichever is less.
3.6. Client is responsible for all taxes applicable to the services provided.
4. CLIENT RESPONSIBILITIES
4.1. Client agrees to provide timely access to websites, accounts, and information necessary for the Freelancer to perform the agreed services.
4.2. Client warrants that all materials provided to the Freelancer do not infringe on any intellectual property rights of third parties.
4.3. Client is responsible for reviewing and approving all deliverables within 5 business days of receipt. Failure to provide feedback within this timeframe will be deemed as acceptance.
4.4. Client explicitly acknowledges that success of digital marketing efforts depends on multiple factors, many beyond the Freelancer's control, and that specific results cannot be guaranteed.
4.5. Client is responsible for reading, understanding, and acknowledging all terms and conditions outlined in this document and any additional service-specific terms provided alongside each service package or invoice.
4.6. Client is solely responsible for ensuring its own compliance with all applicable laws and regulations in relation to its business operations, website content, and marketing practices.
4.2. Client warrants that all materials provided to the Freelancer do not infringe on any intellectual property rights of third parties.
4.3. Client is responsible for reviewing and approving all deliverables within 5 business days of receipt. Failure to provide feedback within this timeframe will be deemed as acceptance.
4.4. Client explicitly acknowledges that success of digital marketing efforts depends on multiple factors, many beyond the Freelancer's control, and that specific results cannot be guaranteed.
4.5. Client is responsible for reading, understanding, and acknowledging all terms and conditions outlined in this document and any additional service-specific terms provided alongside each service package or invoice.
4.6. Client is solely responsible for ensuring its own compliance with all applicable laws and regulations in relation to its business operations, website content, and marketing practices.
5. FREELANCER RESPONSIBILITIES
5.1. The Freelancer will provide services in a professional manner, consistent with industry standards.
5.2. The Freelancer will make reasonable efforts to deliver services as outlined in the Service Agreement.
5.3. The Freelancer will provide regular reports as specified in the Service Agreement.
5.4. The Freelancer will make good faith efforts to comply with all applicable laws and regulations in performing the services.
5.2. The Freelancer will make reasonable efforts to deliver services as outlined in the Service Agreement.
5.3. The Freelancer will provide regular reports as specified in the Service Agreement.
5.4. The Freelancer will make good faith efforts to comply with all applicable laws and regulations in performing the services.
6. TERM AND TERMINATION
6.1. Monthly services continue until terminated by either party with at least 30 days written notice.
6.2. Either party may terminate services immediately if the other party materially breaches these Terms and fails to cure such breach within 15 days of receiving written notice.
6.3. Upon termination, Client remains responsible for payment of all fees for services rendered up to the termination date.
6.4. Sections related to payment, intellectual property, confidentiality, limitation of liability, and dispute resolution survive termination.
6.2. Either party may terminate services immediately if the other party materially breaches these Terms and fails to cure such breach within 15 days of receiving written notice.
6.3. Upon termination, Client remains responsible for payment of all fees for services rendered up to the termination date.
6.4. Sections related to payment, intellectual property, confidentiality, limitation of liability, and dispute resolution survive termination.
7. INTELLECTUAL PROPERTY
7.1. Client retains ownership of all pre-existing intellectual property provided to the Freelancer.
7.2. Upon full payment, Client will own all deliverables specifically created for Client, except for any of the Freelancer's pre-existing intellectual property, templates, tools, or methodologies incorporated therein.
7.3. The Freelancer retains ownership of all methodologies, processes, techniques, ideas, concepts, trade secrets, and know-how used in performing the services.
7.4. Client grants the Freelancer a limited license to use Client's name, logo, and work product for promotional purposes, which may be revoked in writing.
7.2. Upon full payment, Client will own all deliverables specifically created for Client, except for any of the Freelancer's pre-existing intellectual property, templates, tools, or methodologies incorporated therein.
7.3. The Freelancer retains ownership of all methodologies, processes, techniques, ideas, concepts, trade secrets, and know-how used in performing the services.
7.4. Client grants the Freelancer a limited license to use Client's name, logo, and work product for promotional purposes, which may be revoked in writing.
8. CONFIDENTIALITY
8.1. Each party agrees to maintain the confidentiality of the other's confidential information and to use such information only for purposes of performing under these Terms.
8.2. Confidential information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is disclosed to the receiving party by a third party who has no obligation of confidentiality; or (d) is independently developed by the receiving party.
8.3. Confidentiality obligations survive termination of services for a period of 2 years.
8.2. Confidential information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is disclosed to the receiving party by a third party who has no obligation of confidentiality; or (d) is independently developed by the receiving party.
8.3. Confidentiality obligations survive termination of services for a period of 2 years.
9. LIMITATION OF LIABILITY
9.1. THE FREELANCER'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE AMOUNT PAID BY CLIENT IN THE THREE (3) MONTHS PRECEDING THE CLAIM.
9.2. IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, REGARDLESS OF THE FORM OF ACTION OR THEORY OF LIABILITY.
9.3. These limitations apply to all causes of action in the aggregate, including breach of contract, breach of warranty, negligence, strict liability, misrepresentation, and other torts.
9.4. CLIENT EXPRESSLY AGREES THAT THE FREELANCER IS NOT LIABLE FOR ANY FAILURES, DELAYS, OR DISRUPTIONS IN SERVICES CAUSED BY FACTORS BEYOND REASONABLE CONTROL, INCLUDING BUT NOT LIMITED TO ACTS OF GOD, NATURAL DISASTERS, PANDEMICS, WAR, TERRORISM, RIOTS, EMBARGOES, ACTS OF CIVIL OR MILITARY AUTHORITIES, FIRE, FLOODS, ACCIDENTS, NETWORK INFRASTRUCTURE FAILURES, STRIKES, OR SHORTAGES OF TRANSPORTATION, FACILITIES, FUEL, ENERGY, LABOR, OR MATERIALS.
9.5. CLIENT EXPLICITLY ACKNOWLEDGES THAT DIGITAL MARKETING RESULTS DEPEND ON NUMEROUS FACTORS OUTSIDE OF THE FREELANCER'S CONTROL, INCLUDING BUT NOT LIMITED TO SEARCH ENGINE ALGORITHM CHANGES, COMPETITOR ACTIVITIES, MARKET CONDITIONS, AND CLIENT'S OWN BUSINESS PRACTICES. THE FREELANCER DOES NOT AND CANNOT GUARANTEE SPECIFIC RANKINGS, TRAFFIC INCREASES, CONVERSION RATES, OR BUSINESS OUTCOMES.
9.6. CLIENT AGREES THAT THE FREELANCER IS NOT RESPONSIBLE FOR THE CONSEQUENCES OF ANY INSTRUCTIONS OR CONTENT PROVIDED BY CLIENT, INCLUDING BUT NOT LIMITED TO CONTENT THAT MAY BE DEFAMATORY, OFFENSIVE, OR INFRINGING ON THIRD-PARTY RIGHTS.
9.7. CLIENT ACKNOWLEDGES THAT "BEROYAR.ICU" IS A BRAND NAME USED BY AN INDEPENDENT FREELANCER AND NOT A REGISTERED COMPANY, CORPORATION, OR LEGAL ENTITY. ACCORDINGLY, ANY CLAIMS OR LEGAL ACTIONS MUST BE DIRECTED TO THE INDIVIDUAL FREELANCER AND NOT TO ANY SUPPOSED CORPORATE ENTITY.
9.2. IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, REGARDLESS OF THE FORM OF ACTION OR THEORY OF LIABILITY.
9.3. These limitations apply to all causes of action in the aggregate, including breach of contract, breach of warranty, negligence, strict liability, misrepresentation, and other torts.
9.4. CLIENT EXPRESSLY AGREES THAT THE FREELANCER IS NOT LIABLE FOR ANY FAILURES, DELAYS, OR DISRUPTIONS IN SERVICES CAUSED BY FACTORS BEYOND REASONABLE CONTROL, INCLUDING BUT NOT LIMITED TO ACTS OF GOD, NATURAL DISASTERS, PANDEMICS, WAR, TERRORISM, RIOTS, EMBARGOES, ACTS OF CIVIL OR MILITARY AUTHORITIES, FIRE, FLOODS, ACCIDENTS, NETWORK INFRASTRUCTURE FAILURES, STRIKES, OR SHORTAGES OF TRANSPORTATION, FACILITIES, FUEL, ENERGY, LABOR, OR MATERIALS.
9.5. CLIENT EXPLICITLY ACKNOWLEDGES THAT DIGITAL MARKETING RESULTS DEPEND ON NUMEROUS FACTORS OUTSIDE OF THE FREELANCER'S CONTROL, INCLUDING BUT NOT LIMITED TO SEARCH ENGINE ALGORITHM CHANGES, COMPETITOR ACTIVITIES, MARKET CONDITIONS, AND CLIENT'S OWN BUSINESS PRACTICES. THE FREELANCER DOES NOT AND CANNOT GUARANTEE SPECIFIC RANKINGS, TRAFFIC INCREASES, CONVERSION RATES, OR BUSINESS OUTCOMES.
9.6. CLIENT AGREES THAT THE FREELANCER IS NOT RESPONSIBLE FOR THE CONSEQUENCES OF ANY INSTRUCTIONS OR CONTENT PROVIDED BY CLIENT, INCLUDING BUT NOT LIMITED TO CONTENT THAT MAY BE DEFAMATORY, OFFENSIVE, OR INFRINGING ON THIRD-PARTY RIGHTS.
9.7. CLIENT ACKNOWLEDGES THAT "BEROYAR.ICU" IS A BRAND NAME USED BY AN INDEPENDENT FREELANCER AND NOT A REGISTERED COMPANY, CORPORATION, OR LEGAL ENTITY. ACCORDINGLY, ANY CLAIMS OR LEGAL ACTIONS MUST BE DIRECTED TO THE INDIVIDUAL FREELANCER AND NOT TO ANY SUPPOSED CORPORATE ENTITY.
10. THIRD-PARTY SERVICES AND PLATFORMS
10.1. The services provided may involve the use of third-party platforms, tools, or services (including but not limited to Google, Facebook, Instagram, Twitter, LinkedIn, WordPress, Shopify, or any other platforms) that are not under the Freelancer's control.
10.2. CLIENT EXPLICITLY ACKNOWLEDGES AND AGREES THAT THE FREELANCER SHALL NOT BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY DAMAGE, LOSS, OR COST CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH THE USE OF OR RELIANCE ON ANY SUCH THIRD-PARTY CONTENT, GOODS, OR SERVICES AVAILABLE ON OR THROUGH ANY SUCH THIRD-PARTY PLATFORMS OR SERVICES.
10.3. CLIENT UNDERSTANDS THAT THIRD-PARTY PLATFORMS MAY CHANGE THEIR TERMS OF SERVICE, ALGORITHMS, POLICIES, OR FUNCTIONALITY AT ANY TIME WITHOUT NOTICE, WHICH MAY IMPACT THE EFFECTIVENESS OF THE SERVICES PROVIDED. THE FREELANCER IS NOT RESPONSIBLE FOR ANY SUCH CHANGES OR THEIR EFFECTS.
10.4. CLIENT IS SOLELY RESPONSIBLE FOR ENSURING COMPLIANCE WITH THE TERMS OF SERVICE OF ANY THIRD-PARTY PLATFORMS USED IN CONNECTION WITH THE SERVICES PROVIDED.
10.5. CLIENT ACKNOWLEDGES THAT ANY ACCOUNT SUSPENSIONS, PENALTIES, OR RESTRICTIONS IMPOSED BY THIRD-PARTY PLATFORMS ARE BEYOND THE FREELANCER'S CONTROL, AND THE FREELANCER SHALL NOT BE LIABLE FOR ANY RESULTING DAMAGES OR LOSSES.
10.2. CLIENT EXPLICITLY ACKNOWLEDGES AND AGREES THAT THE FREELANCER SHALL NOT BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY DAMAGE, LOSS, OR COST CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH THE USE OF OR RELIANCE ON ANY SUCH THIRD-PARTY CONTENT, GOODS, OR SERVICES AVAILABLE ON OR THROUGH ANY SUCH THIRD-PARTY PLATFORMS OR SERVICES.
10.3. CLIENT UNDERSTANDS THAT THIRD-PARTY PLATFORMS MAY CHANGE THEIR TERMS OF SERVICE, ALGORITHMS, POLICIES, OR FUNCTIONALITY AT ANY TIME WITHOUT NOTICE, WHICH MAY IMPACT THE EFFECTIVENESS OF THE SERVICES PROVIDED. THE FREELANCER IS NOT RESPONSIBLE FOR ANY SUCH CHANGES OR THEIR EFFECTS.
10.4. CLIENT IS SOLELY RESPONSIBLE FOR ENSURING COMPLIANCE WITH THE TERMS OF SERVICE OF ANY THIRD-PARTY PLATFORMS USED IN CONNECTION WITH THE SERVICES PROVIDED.
10.5. CLIENT ACKNOWLEDGES THAT ANY ACCOUNT SUSPENSIONS, PENALTIES, OR RESTRICTIONS IMPOSED BY THIRD-PARTY PLATFORMS ARE BEYOND THE FREELANCER'S CONTROL, AND THE FREELANCER SHALL NOT BE LIABLE FOR ANY RESULTING DAMAGES OR LOSSES.
11. SERVICE-SPECIFIC CONDITIONS
11.1. Each service package or offering may have additional specific terms and conditions that apply to that particular service.
11.2. Such service-specific conditions will be provided alongside the respective service proposal or invoice and are incorporated by reference into these Terms and Conditions.
11.3. In the event of any conflict between these general Terms and Conditions and any service-specific conditions, the service-specific conditions shall prevail with respect to that particular service.
11.4. By accepting a service proposal or paying an invoice for any specific service, Client acknowledges that they have read, understood, and agreed to any service-specific conditions applicable to that service.
11.2. Such service-specific conditions will be provided alongside the respective service proposal or invoice and are incorporated by reference into these Terms and Conditions.
11.3. In the event of any conflict between these general Terms and Conditions and any service-specific conditions, the service-specific conditions shall prevail with respect to that particular service.
11.4. By accepting a service proposal or paying an invoice for any specific service, Client acknowledges that they have read, understood, and agreed to any service-specific conditions applicable to that service.
12. INDEMNIFICATION
12.1. Client agrees to indemnify, defend, and hold harmless the Freelancer operating under the brand name Beroyar.icu from and against all losses, expenses, damages, and costs, including reasonable attorneys' fees, resulting from:
(a) Client's violation of these Terms;
(b) Client's violation of any rights of a third party;
(c) Client's use or misuse of the services;
(d) Any content, information, or materials provided by Client;
(e) Client's failure to comply with applicable laws, rules, or regulations;
(f) Claims arising from Client's products, services, actions, or omissions.
12.2. This indemnification obligation will survive the termination or expiration of these Terms and Client's use of the services.
(a) Client's violation of these Terms;
(b) Client's violation of any rights of a third party;
(c) Client's use or misuse of the services;
(d) Any content, information, or materials provided by Client;
(e) Client's failure to comply with applicable laws, rules, or regulations;
(f) Claims arising from Client's products, services, actions, or omissions.
12.2. This indemnification obligation will survive the termination or expiration of these Terms and Client's use of the services.
13. DISPUTE RESOLUTION
13.1. The parties will attempt in good faith to resolve any dispute arising out of or relating to these Terms through negotiation before pursuing other remedies.
13.2. Any dispute that cannot be resolved through negotiation shall be resolved through binding arbitration in accordance with the rules of the Indian Arbitration and Conciliation Act, 1996.
13.3. The arbitration will be conducted in English and will take place in Kerala, India.
13.4. The decision of the arbitrator will be final and binding on the parties, and judgment on the award may be entered in any court of competent jurisdiction.
13.2. Any dispute that cannot be resolved through negotiation shall be resolved through binding arbitration in accordance with the rules of the Indian Arbitration and Conciliation Act, 1996.
13.3. The arbitration will be conducted in English and will take place in Kerala, India.
13.4. The decision of the arbitrator will be final and binding on the parties, and judgment on the award may be entered in any court of competent jurisdiction.
14. INDEPENDENT CONTRACTOR STATUS
14.1. The Freelancer operating under the brand name Beroyar.icu is an independent contractor and not an employee, agent, partner, or joint venturer of the Client.
14.2. The Freelancer shall be solely responsible for all taxes, withholdings, and other statutory or contractual obligations of any sort related to their work, including but not limited to, worker's compensation insurance, income tax withholding, unemployment insurance, and social security payments.
14.3. Nothing in these Terms shall be construed as creating any agency, partnership, joint venture, employment relationship, or other form of joint enterprise between the parties.
14.4. The Freelancer retains the right to perform services for others during the term of this Agreement and is not required to devote their services exclusively to Client.
14.2. The Freelancer shall be solely responsible for all taxes, withholdings, and other statutory or contractual obligations of any sort related to their work, including but not limited to, worker's compensation insurance, income tax withholding, unemployment insurance, and social security payments.
14.3. Nothing in these Terms shall be construed as creating any agency, partnership, joint venture, employment relationship, or other form of joint enterprise between the parties.
14.4. The Freelancer retains the right to perform services for others during the term of this Agreement and is not required to devote their services exclusively to Client.
15. CLIENT ACKNOWLEDGMENT
15.1. By engaging the services offered under the Beroyar.icu brand, Client acknowledges that they have read, understood, and agreed to be bound by these Terms and Conditions in their entirety.
15.2. Client acknowledges that it is their responsibility to review these Terms and any service-specific conditions prior to purchasing or using any services.
15.3. Client acknowledges that they have had the opportunity to seek independent legal advice regarding these Terms and have either obtained such advice or have voluntarily elected not to do so.
15.4. Client expressly acknowledges that the services are provided by an independent freelance professional operating under the brand name "Beroyar.icu" and not by a registered company or corporation.
15.5. Client acknowledges that the Freelancer is not providing legal, tax, financial, or professional advice through these services and that Client bears full responsibility for any decisions made based on the services provided.
15.2. Client acknowledges that it is their responsibility to review these Terms and any service-specific conditions prior to purchasing or using any services.
15.3. Client acknowledges that they have had the opportunity to seek independent legal advice regarding these Terms and have either obtained such advice or have voluntarily elected not to do so.
15.4. Client expressly acknowledges that the services are provided by an independent freelance professional operating under the brand name "Beroyar.icu" and not by a registered company or corporation.
15.5. Client acknowledges that the Freelancer is not providing legal, tax, financial, or professional advice through these services and that Client bears full responsibility for any decisions made based on the services provided.
16. GENERAL PROVISIONS
16.1. These Terms represent the entire agreement between the parties and supersede all prior or contemporaneous agreements related to the subject matter.
16.2. These Terms may only be modified in writing signed by both parties.
16.3. If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full force and effect.
16.4. No failure or delay in exercising any right under these Terms will constitute a waiver of that right.
16.5. These Terms are governed by the laws of India without regard to its conflict of law principles.
16.6. The Freelancer reserves the right to update these Terms and Conditions periodically. Notification of any material changes will be provided to active clients at least 30 days before the changes take effect.
16.2. These Terms may only be modified in writing signed by both parties.
16.3. If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full force and effect.
16.4. No failure or delay in exercising any right under these Terms will constitute a waiver of that right.
16.5. These Terms are governed by the laws of India without regard to its conflict of law principles.
16.6. The Freelancer reserves the right to update these Terms and Conditions periodically. Notification of any material changes will be provided to active clients at least 30 days before the changes take effect.
17. FORCE MAJEURE
17.1. Neither party shall be liable for any failure or delay in performance of its obligations under these Terms due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemic, epidemic, war, terrorism, riots, civil unrest, government action, strikes, lockouts or other labor problems, or any other event or circumstance which is beyond the reasonable control of such party.
17.2. The party affected by such force majeure event shall notify the other party within a reasonable time and shall use reasonable efforts to resume performance as soon as possible.
17.3. If the force majeure event continues for more than sixty (60) consecutive days, either party may terminate the affected services upon written notice to the other party.
17.2. The party affected by such force majeure event shall notify the other party within a reasonable time and shall use reasonable efforts to resume performance as soon as possible.
17.3. If the force majeure event continues for more than sixty (60) consecutive days, either party may terminate the affected services upon written notice to the other party.