Last Updated: June 11, 2025

Terms & Conditions

Please read these Terms & Conditions carefully before engaging our services or using this website. By accessing bhu1roka.com or entering into a project agreement with us, you confirm that you have read, understood, and agree to be bound by these terms.

1. Introduction & Acceptance

These Terms & Conditions (“Terms”) govern your use of bhu1roka.com and any services provided by Bhuwan Rokaha, a digital marketing and web design professional operating in the Greater Toronto Area, Ontario, Canada (“we,” “us,” or “the Freelancer”). By using this website or engaging our services, you (“Client”) agree to these Terms in full. If you do not agree, please discontinue use of this website immediately.

2. Definitions

• “Services” — web design, web development, WordPress development, SEO, digital marketing, social media management, Google Ads, Meta Ads, branding, and any related services provided by Bhuwan Rokaha.
• “Project” — a specific engagement defined in a written Proposal, Scope of Work, or email agreement.
• “Deliverables” — the specific outputs (website files, designs, reports, content) produced under the Project.
• “Client” — the individual or business engaging Bhuwan Rokaha for services.
• “Agreement” — these Terms together with any signed Proposal or Statement of Work.

3. Services & Scope of Work

The specific scope, timeline, and deliverables for each Project will be defined in a written Proposal or Statement of Work (“SOW”) agreed upon by both parties. Any work outside the agreed scope (“scope creep”) requires a written Change Order and may incur additional fees. We reserve the right to engage subcontractors to assist with project delivery; however, we remain fully responsible for the quality and timely delivery of all Deliverables. Unless explicitly included in the SOW, the Client is responsible for obtaining and paying for domain registration, web hosting, third-party plugin licenses, and stock image licenses.

4. Payment Terms

All fees are quoted and payable in Canadian Dollars (CAD) unless otherwise stated. Applicable HST/GST is added to all invoices. Our standard payment schedule is:

50% deposit — due before work begins (non-refundable)
50% final payment — due before the website goes live or final files are delivered

For ongoing retainer services (SEO, social media, paid ads), fees are due on the 1st of each billing month. Invoices are due within 7 calendar days of issue. Overdue balances are subject to a late fee of 2% per month (24% per annum). We reserve the right to suspend all work until outstanding invoices are settled. Accepted payment methods: Interac e-Transfer, PayPal, credit card (via Stripe).

5. Revisions & Change Orders

Each Project phase includes up to 2 rounds of revisions (as specified in the SOW). A “revision” means refining the existing design or content — not a fundamental change in direction. Additional revision rounds are billed at $75 CAD/hour. Any significant change in scope, functionality, or design direction requires a written Change Order with revised timeline and fees before work proceeds.

6. Client Responsibilities

To keep your project on schedule, the Client agrees to:

Provide all required content (text, images, logos, brand guidelines) within 5 business days of request
Review and provide feedback within 5 business days of each deliverable submission
Ensure all content and materials provided are owned by the Client or properly licensed
Designate a single point of contact for the Project

Timeline Note: Delays caused by the Client (late content, delayed feedback, or non-payment) will extend project deadlines proportionally at no penalty to us.

If a project is inactive for 30 consecutive days due to Client unresponsiveness, it may be considered abandoned. All fees for work completed remain due and payable.

7. Intellectual Property & Ownership

Upon receipt of full and final payment, all custom-created Deliverables (website design, custom code, graphics) are assigned to the Client. Until full payment is received, all Deliverables remain the intellectual property of Bhuwan Rokaha, and the Client has no right to use, publish, or reproduce them. The following are not transferred to the Client and remain our property:

Pre-existing code libraries, frameworks, templates, and methodologies
Our proprietary tools and processes
General knowledge and know-how developed during the engagement

Third-party assets (stock photos, fonts, WordPress themes, plugins) are licensed, not owned, and the Client must maintain their own licenses post-project. We retain the right to display completed work in our portfolio and marketing materials unless the Client requests confidentiality in writing within 30 days of project completion.

8. Confidentiality

Both parties agree to keep confidential all non-public information shared during the Project (business plans, client data, pricing, project details) and not to disclose it to any third party without prior written consent. This obligation survives for 2 years after project completion. We will not share your business information with competitors or third parties except as necessary to deliver the agreed services.

9. Warranties & Disclaimers

We warrant that our services will be delivered professionally and in conformance with industry standards. We warrant that Deliverables will not knowingly infringe any third-party intellectual property rights. However:

We do not guarantee that your website will be error-free, uninterrupted, or free of security vulnerabilities
We do not guarantee specific search engine rankings, traffic levels, lead volumes, or revenue outcomes from SEO or digital marketing campaigns
Website performance depends on many factors outside our control (hosting quality, third-party plugins, Google algorithm changes)

Digital marketing results vary based on industry, competition, budget, and market conditions. Past results are not a guarantee of future performance.

10. Limitation of Liability

To the fullest extent permitted by the laws of Ontario, Canada, our total liability to the Client for any claim arising from the services shall not exceed the total fees paid by the Client for the specific project giving rise to the claim. We shall not be liable for any:

Indirect, consequential, incidental, special, or punitive damages
Loss of profits, revenue, data, or business opportunity
Downtime or outages caused by third-party services (hosting providers, Google, Meta, payment processors)
Damages resulting from the Client’s failure to maintain website backups
Changes to third-party platforms (Google algorithm updates, Meta advertising policy changes)

11. Indemnification

The Client agrees to indemnify, defend, and hold harmless Bhuwan Rokaha from any claims, damages, losses, or legal fees arising from: (a) the Client’s breach of these Terms; (b) third-party claims related to Client-supplied content; (c) the Client’s violation of any applicable law. We will indemnify the Client against valid intellectual property infringement claims directly related to original elements we created.

12. Termination & Cancellation

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

The Client owes payment for all work completed to the date of termination
The initial deposit is non-refundable in all cases
We will retain all Deliverables until outstanding fees are paid in full
If the Client owes money at termination, we are not obligated to transfer files or credentials

We may terminate immediately and without notice if the Client: fails to make payment after 7 days past due date; engages in abusive or harassing conduct; or materially breaches these Terms.

13. Refund Policy

Deposits are non-refundable — they compensate us for reserving project time
Milestone payments for completed work phases are non-refundable
Retainer fees are non-refundable once the billing period has commenced
Third-party costs (ad spend, stock images, plugin licenses, domain fees) are never refundable
Refunds are only available for work that has not yet been started, at our sole discretion

14. Force Majeure

Neither party shall be liable for delays caused by circumstances beyond their reasonable control, including natural disasters, government actions, internet infrastructure outages, or material platform changes (e.g., major Google algorithm updates or Meta policy changes that fundamentally alter service delivery). The affected party must notify the other promptly. If the force majeure event persists beyond 30 days, either party may terminate the Agreement.

15. Independent Contractor

Bhuwan Rokaha operates as an independent contractor. Nothing in these Terms creates an employment, partnership, joint venture, or agency relationship. We are solely responsible for our own taxes, CPP contributions, and professional insurance.

16. CASL Compliance

We comply with Canada’s Anti-Spam Legislation (CASL). We will only send you commercial electronic messages (promotional emails, newsletters) if you have provided express or implied consent. Every commercial message includes an easy unsubscribe option. You may withdraw consent at any time by emailing us or clicking “Unsubscribe” in any email.

17. Governing Law & Dispute Resolution

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein. In the event of a dispute, both parties agree to first attempt resolution through good-faith negotiation. If unresolved within 30 days, the dispute shall be referred to mediation in the Greater Toronto Area before either party pursues litigation. The courts of Ontario shall have exclusive jurisdiction.

18. Entire Agreement & Severability

These Terms, together with any signed Proposal or SOW, constitute the entire agreement between the parties and supersede all prior discussions, emails, and representations. If any provision is found to be unenforceable, the remaining provisions continue in full force. Our failure to enforce any right does not constitute a waiver of that right.

19. Contact Us

Questions about these Terms? Please reach out:

Bhuwan Rokaha
Greater Toronto Area, Ontario, Canada
📧 bhu1roka@gmail.com
🌐 bhu1roka.com