Terms of Service
These Terms of Service (“Terms”) govern the provision of services by ASOgency (“ASOgency”) to the client identified in the applicable Proposal (“Client”).
For purposes of these Terms, “Proposal” means any proposal, order form, statement of work, invoice, email approval, payment confirmation or other written communication that identifies the services and sets out or confirms the applicable scope, fees, start date, billing cycle, Deliverables or other commercial terms, and that is accepted by Client through signature, email approval, payment or other written confirmation accepted by ASOgency.
By signing or approving a Proposal, approving Services by email, making payment through Stripe, or otherwise confirming acceptance in writing, Client agrees to be bound by these Terms.
If Client accepts these Terms on behalf of a company or other legal entity, Client represents that Client has authority to bind that entity.
1. Services and Scope
ASOgency provides comprehensive app growth, App Store Optimization, creative optimization, marketing, consulting, reporting, development support and related services as agreed with Client from time to time (the “Services”).
As a general baseline, and unless otherwise agreed in writing in a Proposal, invoice, Stripe checkout, payment confirmation, email approval or other written agreement accepted by ASOgency, the Services include keyword and metadata optimization, screenshot and creative optimization, localization support, app store experiments and testing support, rating prompt design, reputation management, Custom Product Pages, Custom Store Listings, In-App Events, Promotional Content, preview video support, reporting and performance analysis, paid user acquisition support including Apple Ads management (subject to Section 5), development, technical or implementation support, and other related app growth services.
During the first month of an engagement, ASOgency will deliver a detailed ASO audit and strategy roadmap. The audit is typically delivered progressively in focused sections approximately every two (2) to three (3) days, together with recommendations and Deliverables that may be implemented on the app store, prepared for launch or used for testing, where applicable.
The first month will also include keyword optimization for the app’s main language and at least one secondary language, as well as screenshots and creative design, including a new screenshot set with multiple variants, unless otherwise agreed in writing.
From the second month onward, the Services generally include full localization, rating prompt design, reputation management and review response support, Custom Product Pages, Custom Store Listings, In-App Events, Promotional Content, preview video support, ongoing research and iterative optimization, weekly reporting and performance analysis, Apple Ads management, including advanced campaign management with our internal tooling, bundled invoicing, automations, and unified Apple Ads and MMP dashboard access (subject to the fee structure in Section 5), and other ongoing optimization or app growth services agreed in writing.
The specific Services, Deliverables, fees, start date, billing cycle, subscription term, timelines and any special conditions will be set out in the applicable Proposal, invoice, Stripe checkout, payment confirmation, email approval or other written agreement accepted by ASOgency, or otherwise agreed in writing.
Unless expressly agreed otherwise in writing, these Terms apply to all Services provided by ASOgency to Client.
The exact scope for each Client may vary based on Client’s needs, app requirements, priorities and agreed strategy. Any Proposal, invoice, Stripe checkout, payment confirmation, email approval or other written agreement may define, limit, expand or replace the baseline Services described in these Terms for the applicable engagement.
Any Services, tasks, revisions or Deliverables not expressly included in the applicable Proposal, invoice, Stripe checkout, payment confirmation, email approval or other written agreement, or otherwise accepted by ASOgency in writing, are outside the agreed scope. Additional Services, changes in scope, additional revisions, expanded Deliverables or new requests may be subject to additional fees, revised timelines or operational adjustments.
2. Proposals and Written Agreements
Each Proposal forms part of the agreement between ASOgency and Client.
If there is a conflict or difference between these Terms and a Proposal, the specific terms stated in the Proposal will prevail solely with respect to the matters expressly covered in that Proposal, including scope, Services, fees, start date, billing cycle, minimum term, timelines or specific Deliverables. These Terms will continue to apply to all other matters.
Any changes to scope, fees, timelines, Deliverables or commercial terms must be agreed in writing by both parties. Written agreement may include electronic signature, email approval, payment confirmation, or another written confirmation accepted by ASOgency. Any scope change may be subject to additional fees, revised timelines or operational adjustments, and ASOgency may require written confirmation of the updated scope before starting the additional work.
3. Client Collaboration and Responsibilities
To enable ASOgency to provide the Services effectively, Client agrees to provide timely access, information, materials, approvals and feedback reasonably required for the Services.
Client is responsible for providing accurate, complete and up-to-date information, granting and maintaining the necessary access to relevant accounts, platforms, tools and materials, reviewing and approving Deliverables before implementation or publication, ensuring that materials, brand assets, content, screenshots, app materials, trademarks, claims, instructions, files, data or other items provided by Client to ASOgency (“Client Materials”) are accurate, lawful and do not infringe third-party rights, maintaining Client accounts, apps, products and platforms in compliance with applicable laws, platform rules and third-party terms, and making final decisions regarding implementation, publication, product changes, pricing, campaigns and business strategy.
ASOgency will not be responsible for delays, errors, rejected submissions, missed deadlines or performance issues caused by Client’s failure to provide timely access, information, materials, approvals or feedback.
4. Compliance with Laws, Anti-Bribery and Sanctions
Each party will comply with applicable laws and regulations in connection with these Terms and the Services.
Client will not use the Services, Deliverables, Client Materials or Client Data in violation of applicable anti-bribery, anti-corruption, sanctions, export control, platform or third-party rights requirements.
ASOgency may decline, suspend or discontinue any Services to the extent ASOgency reasonably believes that providing such Services may violate applicable law, sanctions, export control requirements, platform rules or third-party rights.
5. Fees, Billing and Payment
Unless otherwise agreed in writing, Services are billed monthly in advance through Stripe. Client authorizes ASOgency to charge the payment method provided through Stripe for recurring fees and other amounts due under the applicable Proposal. Stripe’s invoicing and payment terms govern subscription billing processed through Stripe.
The specific fees for the Services are set out in the applicable Proposal, invoice, Stripe checkout, or other written agreement accepted by ASOgency.
Apple Ads management is included for up to USD 10,000 per month in ad spend. Ad spend above USD 10,000 per month may be subject to a management fee of four percent (4%) of the applicable ad spend above that threshold. Apple Ads management services are described in Section 1 and are provided subject to the fee structure set out in this Section 5.
Where ASOgency issues a manual invoice or customized payment request outside the standard Stripe subscription billing flow, payment is due within seven (7) days from the invoice date or payment request, unless otherwise stated in the applicable Proposal.
Client is responsible for ensuring that payment information is current, accurate and valid. If automatic payment through Stripe fails, Client must update payment information and complete payment promptly. Failure to maintain a valid payment method or complete payment when due may result in suspension of the Services in accordance with these Terms.
If any payment remains unpaid for more than seven (7) days after its due date, ASOgency may suspend the Services until payment is received.
Unless otherwise agreed in writing, fees paid are non-refundable, including for partial or unused billing periods.
Client is responsible for any applicable taxes, duties, bank fees, payment processing fees, withholding taxes or similar charges, except for taxes based on ASOgency’s own income.
6. Subscription, Pausing and Cancellation
Unless otherwise agreed in writing, subscriptions are monthly and renew automatically at the beginning of each billing cycle.
Client may cancel the subscription at any time by written notice or through the applicable Stripe billing process, where available.
Cancellation will take effect at the end of the then-current billing period, provided that cancellation is completed before the next renewal or billing date.
If cancellation is not completed before the next renewal or billing date, the subscription may renew for the next billing cycle, unless ASOgency agrees otherwise in writing.
No refunds will be provided for unused portions of a billing period, unless expressly agreed in writing by ASOgency.
Client may request a pause of the Services by email to the ASOgency account lead or other contact designated by ASOgency. ASOgency will confirm in writing whether the pause is accepted, the effective date of the pause and any impact on billing, timelines or Deliverables. Unless otherwise agreed in writing, any pause does not waive outstanding payment obligations or fees already due.
7. Service Standards and Performance
ASOgency will provide the Services with professional skill, care and diligence, using its methodology, experience and commercially reasonable efforts.
Client acknowledges that app store performance, keyword rankings, visibility, downloads, conversion rates, approvals, campaign performance, revenue and other business outcomes depend on multiple factors outside ASOgency’s control.
These factors may include app quality, product-market fit, brand awareness, traffic volume, seasonality, competition, platform algorithms, app store policies, approval processes, paid media spend, Client decisions and third-party products, platforms, systems, tools, accounts, integrations, software, services or providers that are not owned or operated by ASOgency and are used, accessed or relied upon in connection with the Services (“Third-Party Services”).
Accordingly, unless expressly agreed in writing, ASOgency does not guarantee any specific ranking, visibility, download, conversion, approval, revenue, campaign, commercial or performance outcome.
8. Access, Client Accounts and Third-Party Services
The Services may require access to, use of, or reliance on Third-Party Services, including app stores, analytics tools, attribution tools, advertising platforms, payment processors, communication tools, project management tools, design tools, cloud services, software providers and similar platforms or services.
Client is responsible for granting and maintaining the access, permissions, credentials, approvals and account settings reasonably required for ASOgency to provide the Services.
Third-Party Services are operated by independent providers and may be subject to their own terms, policies, permissions, fees, technical requirements and privacy practices. Client is responsible for reviewing and complying with any terms applicable to Client’s use of Third-Party Services.
ASOgency does not control Third-Party Services and is not responsible for their availability, accuracy, security, policies, decisions, approvals, rejections, delays, bugs, reporting changes, access restrictions, account suspensions, algorithm updates, technical limitations or other acts or omissions.
ASOgency will not be responsible for delays, errors, incomplete work, rejected submissions, inaccurate reporting, lost data, missed opportunities or performance issues caused by Third-Party Services, Client account restrictions, insufficient permissions, unavailable access, platform changes or Client’s failure to comply with applicable third-party requirements.
9. Contractors and Service Providers
ASOgency may perform the Services through employees, contractors, consultants, affiliates or service providers. Such personnel and service providers may be engaged without Client’s prior approval, unless expressly agreed otherwise in the applicable Proposal.
Responsibility for the Services remains with ASOgency, subject to the limitations set out in these Terms. ASOgency will require personnel involved in providing the Services to be bound by confidentiality and, where applicable, data protection obligations no less protective than those reasonably required for their role in connection with the Services.
10. Independent Contractor
ASOgency acts as an independent contractor in providing the Services. Nothing in these Terms or any Proposal creates an employment, partnership, joint venture, fiduciary or agency relationship between ASOgency and Client. ASOgency retains discretion over the method, details and means of performing the Services, subject to the applicable Proposal and these Terms.
11. Intellectual Property and Deliverables
Client retains all rights to Client Materials.
Subject to full payment of all applicable fees, ownership of the final Deliverables specifically created by ASOgency for Client under the applicable Proposal will transfer to Client, excluding ASOgency Materials, third-party materials and any materials not expressly assigned under these Terms.
“ASOgency Materials” means ASOgency’s pre-existing materials, templates, frameworks, methodologies, know-how, processes, prompts, tools, systems, internal documents, reusable components, working methods and general expertise.
All rights, title and interest in ASOgency Materials remain with ASOgency. Nothing in these Terms transfers ownership of ASOgency Materials to Client.
To the extent any ASOgency Materials are incorporated into the Deliverables, Client receives a non-exclusive, worldwide, royalty-free license to use those ASOgency Materials solely as necessary to use the Deliverables for Client’s business purposes.
Any third-party materials, software, assets, fonts, templates, plugins, tools or other third-party elements included in or used in connection with the Deliverables remain subject to the applicable third-party license terms, restrictions and ownership rights.
Source files, editable files, working files and internal documents will only be provided if expressly agreed in writing.
Client represents that all rights necessary to provide Client Materials to ASOgency and to authorize their use in connection with the Services have been obtained.
Original Deliverables created by ASOgency will not knowingly infringe third-party intellectual property rights. Claims arising from Client Materials, Client Data, Client instructions, Client claims, third-party materials, platform requirements or modifications made by Client or third parties remain outside ASOgency’s responsibility.
12. Confidentiality
Each party may receive confidential or proprietary information from the other party in connection with the Services (“Confidential Information”).
Confidential Information includes information that is marked as confidential or that should reasonably be understood to be confidential given its nature or the circumstances of disclosure. Confidential Information may include business information, product information, financial information, strategy, app performance data, reports, credentials, access information, customer information, technical information, marketing plans, pricing, processes, Deliverables, non-public metrics and trade secrets.
Each party agrees to use Confidential Information only for purposes of the Services, protect Confidential Information using reasonable care, not disclose Confidential Information to third parties except as permitted under these Terms, and limit access to personnel, contractors, consultants and service providers who need access for the Services and are bound by confidentiality obligations.
Confidential Information does not include information that is or becomes public without breach of these Terms, was lawfully known by the receiving party before disclosure, is lawfully received from a third party without restriction, is independently developed without use of the other party’s Confidential Information, or must be disclosed by law, regulation, court order or governmental authority, provided that the receiving party gives reasonable notice where legally permitted.
The confidentiality obligations will continue for as long as the information remains confidential and, for trade secrets, for as long as such information remains protected as a trade secret under applicable law.
13. Data Protection and Privacy
Each party will comply with applicable data protection and privacy laws in connection with the Services.
Client may provide or make available to ASOgency data, information, materials, analytics, app data, account data, performance data, reviews, reports or other information relating to Client, Client’s apps, Client’s business, Client’s users or Client’s customers (“Client Data”).
Client is responsible for ensuring that Client has the necessary rights, notices, consents and legal basis to provide Client Data to ASOgency and to allow ASOgency to process Client Data for purposes of providing the Services. Client is also responsible for ensuring that any instructions given to ASOgency regarding Client Data are lawful and consistent with applicable data protection and privacy laws.
Where ASOgency processes personal data on behalf of Client, Client acts as the controller or equivalent responsible party and ASOgency acts as the processor, service provider or equivalent party, as applicable under relevant law. In such cases, ASOgency will process personal data only as reasonably necessary to provide the Services, comply with Client’s documented instructions, comply with legal obligations, protect ASOgency’s rights, or as otherwise permitted under these Terms.
ASOgency may decline or suspend any instruction that, in ASOgency’s reasonable opinion, may violate applicable law, platform rules, third-party rights, security requirements or these Terms.
ASOgency will implement reasonable administrative, technical and organizational measures designed to protect Client Data against unauthorized access, loss, misuse or disclosure.
ASOgency will notify Client without undue delay after becoming aware of a personal data breach affecting Client Data processed by ASOgency on behalf of Client, and will provide reasonable information and cooperation as required for Client to meet applicable legal obligations.
ASOgency may use contractors, consultants, service providers and other subprocessors as reasonably necessary to provide the Services and operate ASOgency’s business. Such parties will be subject to confidentiality and, where applicable, data protection obligations appropriate to their role and the nature of the data processed.
Client acknowledges that Client Data may be processed through Third-Party Services used to provide the Services, including tools used for communication, project management, analytics, storage, payment processing, reporting, design, development, security and business operations.
ASOgency will provide reasonable assistance with data subject requests, regulatory requests or similar privacy-related requests relating to Client Data where required by applicable law and where Client cannot reasonably respond without ASOgency’s assistance. Assistance outside the ordinary scope of the Services may be subject to reasonable fees.
Upon termination or expiry of the Services, ASOgency will delete or return personal data processed on behalf of Client upon reasonable written request, unless retention is required or permitted by law, legitimate business purposes, dispute resolution, backup systems or compliance obligations.
ASOgency may collect and process personal data relating to Client representatives, leads, website visitors, billing contacts and business contacts as an independent controller or equivalent responsible party for purposes including communication, billing, service delivery, business administration, marketing, legal compliance and relationship management. Such data may include names, emails, company details, roles, communication history, billing information, website usage data and similar business contact information.
ASOgency may share such data with service providers that support business operations, including payment processing, hosting, analytics, communication, project management, customer relationship management and professional advisory services.
ASOgency will retain personal data only for as long as reasonably necessary for the purposes described in these Terms, unless a longer retention period is required or permitted by law.
Client acknowledges that ASOgency and its contractors, consultants, service providers and subprocessors may process and transfer data internationally in connection with the Services. Where required by applicable law, the parties will use appropriate safeguards for international transfers of personal data.
14. Cookies and Website Data
ASOgency may use cookies and similar technologies on its website and digital properties for website functionality, security, analytics, performance improvement and marketing.
Where required by applicable law, ASOgency will request consent for non-essential cookies or similar technologies through an appropriate consent mechanism or other legally recognized method.
Website visitors may manage cookie preferences through browser settings or any cookie preference tool made available by ASOgency.
15. Portfolio and Client References
Unless Client requests otherwise in writing, ASOgency may use Client’s name, logo, app name, publicly available app store materials and a general description of the Services provided in ASOgency’s website, presentations, pitch materials, client lists, case studies and marketing materials.
ASOgency may use results, outcomes, performance data, benchmarks or learnings for marketing, benchmarking, educational, analytical or business purposes where such information is publicly available, non-confidential, approved by Client, anonymized, aggregated or presented in a manner that does not disclose Client’s trade secrets or highly sensitive confidential information.
16. Suspension and Termination
ASOgency may suspend the Services if Client fails to pay amounts due and such amounts remain unpaid for more than seven (7) days after the due date, fails to provide required access, information, materials, approvals or cooperation, or breaches these Terms or any Proposal.
ASOgency may also suspend the Services if Client uses the Services or provides Client Materials, Client Data or instructions in a way that creates legal, regulatory, security, reputational, intellectual property or platform-related risk, if a Third-Party Service restricts, suspends or prevents access required for the Services, or if continued provision of the Services would reasonably expose ASOgency to liability or violation of law, platform rules or third-party rights.
ASOgency may terminate the Services or any Proposal if Client materially breaches these Terms and does not remedy the breach within the cure period stated in the written notice. The cure period may be immediate or shorter where ASOgency reasonably determines that the breach creates urgent legal, security, payment, platform-related or third-party rights risk, and may be longer where ASOgency determines that a longer period is appropriate.
Client remains responsible for all fees incurred up to the effective date of cancellation, suspension or termination.
Sections intended by their nature to survive termination, including payment obligations, compliance with laws, confidentiality, intellectual property, data protection, portfolio and client references, limitation of liability, indemnification, notices, miscellaneous provisions and governing law, will survive termination.
17. Limitation of Liability and Events Beyond ASOgency’s Control
To the maximum extent permitted by applicable law, ASOgency will not be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, or for any loss of profits, revenue, goodwill, opportunity, data, business interruption, rankings, visibility, downloads, conversion rates, approvals, campaign performance or commercial results.
To the maximum extent permitted by applicable law, ASOgency’s total aggregate liability arising out of or relating to the Services, these Terms or any Proposal will not exceed the fees paid by Client to ASOgency under the applicable Proposal during the six (6) months immediately preceding the date of the breach, negligent act or omission giving rise to such liability.
ASOgency will not be liable for any delay, failure, loss, claim or damage to the extent caused by Client Materials, Client Data, Client instructions, Client approvals, Client’s breach of these Terms, Third-Party Services, platform changes, unavailable access, insufficient permissions or factors outside ASOgency’s reasonable control.
ASOgency will not be responsible for any delay or failure to perform the Services to the extent caused by events beyond ASOgency’s reasonable control, including natural disasters, war, terrorism, civil unrest, government action, labor disputes, internet or infrastructure failures, outages or restrictions of Third-Party Services, platform restrictions, pandemics, or other events that could not reasonably be prevented or avoided. Any affected timelines, deadlines or performance obligations will be extended for the period reasonably necessary to address the impact of such event. If an event beyond ASOgency’s reasonable control prevents performance of the affected Services for more than thirty (30) consecutive days, ASOgency may suspend the affected Services without liability until performance can reasonably resume, unless otherwise agreed in writing.
Nothing in these Terms excludes or limits liability to the extent such exclusion or limitation is not permitted by applicable law.
18. Indemnification
Client will defend, indemnify and hold harmless ASOgency, its officers, employees, contractors, consultants and service providers from and against any third-party claims, damages, liabilities, losses, costs and expenses, including reasonable legal fees, arising out of or relating to Client Materials or Client Data, Client’s products, apps, services, business, claims, instructions or content, Client’s breach of these Terms or any Proposal, Client’s violation of applicable laws, regulations, platform rules or third-party rights, Client’s use, approval, publication or implementation of Deliverables, modifications made by Client or third parties to Deliverables, or any allegation that Client Materials, Client Data, Client instructions or Client’s use of the Services infringe or violate third-party rights.
ASOgency will indemnify Client for third-party claims finally awarded by a court of competent jurisdiction or settled with ASOgency’s prior written consent, to the extent arising from an allegation that original Deliverables created by ASOgency, when used by Client as authorized under these Terms and the applicable Proposal, directly infringe such third party’s intellectual property rights.
ASOgency will have no obligation for claims arising from Client Materials, Client Data, Client instructions, Client modifications, use of Deliverables outside the agreed scope, combination with materials not provided by ASOgency, or Client’s failure to use updated or corrected Deliverables made available by ASOgency. ASOgency’s indemnification obligations under this Section are subject to the limitations of liability set out in Section 17. Client’s indemnification obligations apply to matters within Client’s control, including Client Materials, Client Data, Client instructions, Client products, Client apps, Client claims, Client approvals, Client implementation of Deliverables, and Client’s compliance with laws, platform rules and third-party rights.
The party seeking indemnification must promptly notify the indemnifying party in writing of the claim, provide reasonable cooperation, and allow the indemnifying party to control the defense and settlement of the claim. No settlement may impose liability, admission of fault or non-monetary obligations on the indemnified party without that party’s prior written consent.
19. Updates to These Terms
ASOgency may update these Terms from time to time.
If ASOgency makes material changes, ASOgency will provide notice by email, website notice or other written communication.
Unless otherwise stated, updated Terms will apply from the effective date stated in the notice, upon Client’s next renewal, upon Client’s acceptance of a new Proposal, upon payment of a new invoice or subscription period, or upon Client’s continued use of the Services after notice.
If Client does not agree to updated Terms, Client may stop using the Services and cancel in accordance with the cancellation provisions of these Terms.
Updates will not retroactively change the commercial terms of an active Proposal unless agreed in writing.
20. Notices and Written Communications
Any notice, approval, request, confirmation or other written communication under these Terms or any Proposal may be provided by email, electronic signature, Stripe payment confirmation, or another written method accepted by ASOgency, unless a specific method is required by applicable law or expressly stated in the applicable Proposal.
Operational notices, approvals, pause requests, cancellation requests and similar communications may be sent to the contacts regularly used by the parties in connection with the Services or to any contact designated in the applicable Proposal. Any scope change, fee change, timeline change or material change to Deliverables must be confirmed by ASOgency’s account lead, billing contact, legal or operations contact, or another representative expressly authorized by ASOgency.
A written communication will be deemed received when sent, unless the sender receives an automated delivery failure notice or has actual knowledge that the communication was not received.
21. Miscellaneous
These Terms, together with the applicable Proposal and any written amendments or scope changes accepted in accordance with these Terms, constitute the entire agreement between ASOgency and Client regarding the Services and supersede any prior or contemporaneous discussions, proposals, understandings or communications regarding the same subject matter.
Client may not assign or transfer these Terms or any Proposal without ASOgency’s prior written consent. ASOgency may assign or transfer these Terms or any Proposal in connection with a merger, acquisition, corporate reorganization, sale of assets, change of control or transfer of business operations.
If any provision of these Terms is held to be invalid, illegal or unenforceable, the remaining provisions will remain in full force and effect, and the invalid, illegal or unenforceable provision will be replaced or interpreted to the maximum extent permitted by law to achieve its intended purpose.
No failure or delay by either party in exercising any right or remedy under these Terms will operate as a waiver of that right or remedy. Any waiver must be in writing and will apply only to the specific instance for which it is given.
22. Governing Law and Disputes
These Terms and any dispute, claim or controversy arising out of or in connection with the Services, these Terms or any Proposal, including any question regarding their existence, validity, interpretation, performance, breach or termination, will be governed by the laws of the United Arab Emirates as applicable in the Emirate of Dubai.
The parties agree to first attempt in good faith to resolve any dispute through informal discussions.
If the dispute cannot be resolved informally, the parties agree that the courts of the Dubai International Financial Centre will have exclusive jurisdiction, unless otherwise agreed in writing.
May 2026
