Terms of Service

Last Updated: December 2025

1. Agreement to Terms

These Terms of Service (“Terms”) constitute a legally binding agreement between you (“Client,” “you,” or “your”) and Option Digitals (“Company,” “we,” “our,” or “us”), a business entity duly registered with the Corporate Affairs Commission of the Federal Republic of Nigeria.

By engaging our services, accessing our website, or entering into any contractual arrangement with Option Digitals, you expressly acknowledge that you have read, understood, and agree to be bound by these Terms in their entirety. If you do not agree to these Terms, you must immediately cease all use of our services.

IMPORTANT: These Terms contain provisions regarding limitation of liability, indemnification, and dispute resolution that affect your legal rights. Please read them carefully.

2. Services Provided

Option Digitals provides professional digital marketing services including, but not limited to:

  • Search Engine Optimization (SEO) and Generative Engine Optimization (GEO)
  • Pay-Per-Click (PPC) advertising management
  • Email marketing strategy and execution
  • Website design and development
  • Social media marketing
  • Marketing consultation and strategy
  • Content creation and copywriting
  • Analytics and performance reporting

The specific scope, deliverables, timelines, and pricing for services shall be detailed in individual service agreements, proposals, or statements of work (“SOW”) executed between Option Digitals and the Client.

3. Client Obligations

By engaging Option Digitals, the Client agrees to:

  • Provide accurate, complete, and timely information, materials, and access necessary for service delivery.
  • Respond to communications, requests for approval, and feedback within reasonable timeframes.
  • Ensure all materials provided (content, images, trademarks) do not infringe third-party intellectual property rights.
  • Maintain confidentiality of account credentials and proprietary information shared by Option Digitals.
  • Comply with all applicable Nigerian laws and regulations in connection with the services.
  • Make timely payments in accordance with agreed payment terms.

Failure to fulfill these obligations may result in project delays, additional charges, or termination of services without refund.

4. Payment Terms

Unless otherwise specified in a written agreement:

  • Deposit: A non-refundable deposit (typically 40-50% of total project value) is required before commencement of work.
  • Balance Payment: Remaining balance is due upon project completion or as specified in the SOW.
  • Retainer Services: Monthly retainer fees are due on the 1st of each month, in advance.
  • Late Payment: Invoices unpaid after 14 days shall incur a late fee of 5% per month on outstanding amounts.
  • Currency: All payments shall be made in Nigerian Naira (₦) unless otherwise agreed in writing.

Option Digitals reserves the right to suspend or terminate services for non-payment. The Client remains liable for all outstanding amounts and collection costs, including reasonable legal fees.

5. Intellectual Property Rights

5.1 Client Materials

The Client retains all intellectual property rights in materials provided to Option Digitals (logos, trademarks, content, etc.). The Client grants Option Digitals a limited, non-exclusive license to use such materials solely for the purpose of delivering contracted services.

5.2 Deliverables

Upon full payment of all fees, the Client shall own the final deliverables created specifically for the Client (e.g., website designs, custom content, campaign materials). However, Option Digitals retains ownership of:

  • Pre-existing intellectual property, tools, frameworks, and methodologies used in service delivery.
  • Generic templates, code libraries, and processes developed independently.
  • Aggregated, anonymized insights derived from client engagements.

5.3 Portfolio Rights

Option Digitals reserves the right to display completed work in our portfolio, case studies, and marketing materials unless the Client provides written notice of objection within 14 days of project completion.

6. Confidentiality

Both parties agree to maintain strict confidentiality of all proprietary information, trade secrets, business strategies, and sensitive data disclosed during the engagement. This obligation shall survive termination of services for a period of five (5) years.

Confidentiality obligations do not apply to information that: (a) is publicly available through no fault of the receiving party; (b) was lawfully in possession of the receiving party prior to disclosure; (c) is independently developed without reference to confidential information; or (d) is required to be disclosed by law.

7. Warranties and Disclaimers

Option Digitals warrants that services will be performed in a professional, workmanlike manner consistent with industry standards. However:

  • NO GUARANTEE OF RESULTS: Digital marketing results depend on numerous factors beyond our control. Option Digitals does NOT guarantee specific rankings, traffic levels, conversion rates, or revenue outcomes.
  • THIRD-PARTY PLATFORMS: We are not responsible for changes to third-party platforms (Google, Facebook, etc.) that may affect campaign performance.
  • AS-IS BASIS: Except as expressly stated herein, services are provided “AS IS” without warranties of any kind, express or implied, including merchantability or fitness for a particular purpose.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY NIGERIAN LAW:

  • Option Digitals’ total liability for any claim arising from services shall not exceed the total fees paid by the Client for the specific service giving rise to the claim.
  • Option Digitals shall NOT be liable for any indirect, incidental, consequential, special, or punitive damages, including lost profits, lost revenue, lost data, or business interruption, regardless of the cause of action.
  • Option Digitals shall NOT be liable for damages arising from the Client’s failure to fulfill their obligations under these Terms.

9. Indemnification

The Client agrees to indemnify, defend, and hold harmless Option Digitals, its directors, employees, and agents from and against any claims, damages, losses, liabilities, and expenses (including reasonable legal fees) arising from:

  • The Client’s breach of these Terms.
  • Materials provided by the Client that infringe third-party rights.
  • The Client’s violation of applicable laws or regulations.
  • Any misrepresentation by the Client.

10. Termination

10.1 Termination by Client

The Client may terminate services with 30 days’ written notice. The Client shall pay for all work completed and expenses incurred up to the termination date. Deposits and fees for completed work are non-refundable.

10.2 Termination by Option Digitals

Option Digitals may terminate services immediately upon written notice if: (a) the Client breaches any material term of these Terms; (b) the Client fails to make timely payments; (c) the Client engages in illegal, unethical, or harmful activities; or (d) continued service would expose Option Digitals to legal or reputational risk.

10.3 Effect of Termination

Upon termination, the Client shall pay all outstanding amounts within 14 days. Option Digitals will provide reasonable transition assistance at standard hourly rates. Provisions regarding confidentiality, intellectual property, limitation of liability, and indemnification shall survive termination.

11. Dispute Resolution

In the event of any dispute arising from or relating to these Terms or services:

  • Negotiation: Parties shall first attempt to resolve disputes through good-faith negotiation for a period of 30 days.
  • Mediation: If negotiation fails, parties agree to submit the dispute to mediation before a mutually agreed mediator in Lagos, Nigeria.
  • Litigation: If mediation is unsuccessful, disputes shall be resolved through litigation in the courts of Lagos State, Nigeria, which shall have exclusive jurisdiction.

12. Force Majeure

Option Digitals shall not be liable for delays or failures in performance resulting from circumstances beyond our reasonable control, including natural disasters, acts of government, war, terrorism, pandemics, civil unrest, strikes, power failures, or internet/telecommunications disruptions.

13. Modifications to Terms

Option Digitals reserves the right to modify these Terms at any time. Material changes will be communicated to active Clients via email. Continued use of services following notice of changes constitutes acceptance of the revised Terms. For ongoing engagements, the Terms in effect at the time of contract execution shall govern unless the Client agrees to updated Terms.

14. Miscellaneous Provisions

  • Entire Agreement: These Terms, together with any executed SOW, constitute the entire agreement between the parties and supersede all prior agreements.
  • Severability: If any provision is deemed unenforceable, the remaining provisions shall continue in full force and effect.
  • Waiver: Failure to enforce any right or provision shall not constitute a waiver of future enforcement.
  • Assignment: The Client may not assign or transfer these Terms without Option Digitals’ written consent.
  • Notices: All notices shall be in writing and delivered via email or registered mail to the addresses on record.

15. Contact Information

For questions regarding these Terms of Service, contact Option Digitals:

Option Digitals
Lagos, Nigeria
Email: hello@optiondigitals.com
Phone: +234 (803) 635-5906

16. Governing Law

These Terms of Service shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria. The Client irrevocably submits to the exclusive jurisdiction of the courts of Lagos State, Nigeria, for any legal proceedings arising from or relating to these Terms.