Terms of Engagement

This engagement agreement is entered into by Authority Lighthouse Pte Ltd (referred to herein as “I”, “us”, “we”, “our”, or the “Company”) and your company (referred to herein as “the Client”, “you”, “yours”) and effective on the specified date below.

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Table of contents:

Definitions
The Client’s Responsibilities
Authority Lighthouse Pte Ltd Responsibilities
Duration
Payment
Termination
Warranties
Liability
Indemnification
Force Majeure
Jurisdiction and Interpretation
Confidentiality

1. Definitions

“Services” means all work, consulting, support, implementation, optimization, updates, and other services performed by us to you pursuant to this Engagement, as may be varied in writing or as otherwise agreed between the Parties.
“Contract” and “agreement” mean collectively the Scope of Work and this Standard Terms. The terms and conditions set out in the Engagement Agreement shall govern all the rights and obligations of the Parties in relation to the engagement of Authority Lighthouse Pte Ltd.
“Payment” means the fee charged for each Service billing cycle or term.
“Writing” and “written” any order, direction, or statement provided in this Contract/Engagement Agreement as well as in other forms such as emails and similar communications.
“Party” or the “Parties” means either the Client or Authority Lighthouse Pte Ltd, and “Parties” shall refer to both parties to this Contract.
“Billing Cycle” means the recurring interval between two invoices, closing dates, typically lasting 28 to 31 days, during which our service fees are calculated and recorded, before they are compiled and sent to you for payment. It determines when an invoice is generated and when payment is due to avoid interest or late fees.
“Term” means the entire time period when Authority Lighthouse has been engaged by the Client to provide the Services, and it is a period starting on the Commencement Date and ending on the Final Date as set out in the Scope of Work.
“SEO work” and “SEO” mean search engine optimization as a professional service that we may provide for your website with the goal of meeting certain standards of third party search engines like Google. Where we are engaged to provide SEO Work, the limitations and expectations of this work are as defined and agreed upon under the Scope of Work.
“AEO work” and “AEO” mean AI Engine Optimization as a professional service which we provide for your website with the goal of improving your visibility and credibility across third-party large language models and AI search platforms such as ChatGPT, Gemini, Perplexity, Copilot, and Google AI Overviews. Where we are engaged to provide AEO Work, the limitations and expectations of this work are as defined and agreed upon under the Scope of Work.
“ASO work” and “ASO” mean App Store Optimization as a professional service that we provide for your app listings with the goal of improving visibility and conversion within third-party app stores such as the Apple App Store and Google Play. Where we are engaged to provide ASO Work, the limitations and expectations of this work are as defined and agreed upon under the Scope of Work.
“SEM work” and “SEM” mean search engine marketing as a professional service that we provide for your website and related properties, including the setup, management, and optimisation of paid search campaigns (for example, Google Ads). Where we are engaged to provide SEM Work, the limitations and expectations of this work are as defined and agreed upon under the Scope of Work.

2. Client Responsibilities To ensure smooth collaboration and optimal results, the client agrees to:

a) Timely Communication

Respond to Whatsapp messages within 1 business day to avoid workflow delays. Communication will take place via WhatsApp (for daily operations) and Email (for formal official notices).

b) Key Stakeholder Involvement

The Chief Growth Marketing Officer and Web Development Project Manager (or any appropriate representatives as designated by the Client), along with all other relevant stakeholders, will use reasonable commercial efforts to attend monthly check-ins and quarterly strategic review meetings.

c) Access & Permissions

Provide all necessary access credentials to Google Search Console and Google Analytics or any other relevant hosting platforms that the Client deems necessary in its sole discretion, within 5 business days of the project start.

d) Legal & Compliance Approval

Complete any legal, regulatory, or brand compliance approvals for content within a reasonable timeframe, targeted at 3 business days to prevent campaign delays.

e) Content Publishing Timelines

Ensure completed and approved articles are published live on the website within 2 business days of submission.

f) WordPress Content Management System (CMS)

We recommend that the domain be built on WordPress.

Rationale: WordPress is the most search engine–friendly CMS and has consistently delivered better organic results compared to other platforms.
Note: You accept that using a non-WordPress CMS may result in up to 30–50% lower traffic performance due to SEO limitations.

g) No Unauthorized Changes

Do not make any material changes to the website’s technical structure, remove material content, or modify SEO-optimized URLs without prior discussion and written agreement. The Client acknowledges and agrees that achievement of the Results is dependent on timely Client actions and approvals. Where any delay is caused by the Client (including delays in providing access, information, approvals, feedback, or publishing/implementing agreed items), the timeline for achieving the Results shall be extended by a period equal to the duration of the Client-caused delay (or such longer period as reasonably required where sequencing, lead times, or rework are affected). For avoidance of doubt, any dates, timelines, or performance periods stated in this Agreement (including any performance guarantee timeline, if applicable) shall be adjusted accordingly.

Client Dependencies

The Performance Guarantee mentioned in scope of work is subject to the Client meeting its obligations under this Agreement. Any Client-caused delay that materially impacts delivery will extend the Performance Guarantee timeline by the duration of the delay (or longer where reasonably required due to lead times and rework), and the milestone dates in this clause will be adjusted accordingly. You agree to:

a. Have read, understood, and accepted as binding all definitions, rights, and obligations outlined in this document.

b. Provide us with the information, access, passwords and assistance as we may reasonably require but limited to the platforms and credentials that the Client deems necessary to provide, within sufficient time to enable us to perform the Services; recognizing you are responsible for the accuracy and legal use of any information submitted to us.

c. Nominate a suitable individual to act as your representative to liaise with us regarding the Services.

d. Obtain and maintain all necessary permissions and consents in connection with the Services.

e. Meet the payment schedules and requirements defined in this document

3. Authority Lighthouse Pte Ltd Responsibilities

We agree to deliver SEO, AEO and SEM services that adapt in line with evolving industry best practices. We reserve the right to adjust from time to time the sub-tasks and methods of each deliverable listed in the best interests of your business. We will notify you in writing of any significant change of deliverables and our reasons behind the decision.

Assignment of Account Manager

3.1 An account manager (who is an employee of the Company) shall be assigned by the Company.

3.2 The account manager shall be responsible for communicating with the client and and optimising the digital marketing campaigns with the in-house execution team based on the Service Agreement and Client’s expectations;

Provision of Services

During the term, the Company shall:

Provide the Services to the Client in accordance with the requirements of this Agreement and the Scope of Work;
Perform the Services with all due care, skill and ability;
Promptly notify the Client of any expected delays or problems in providing the Services and any circumstances that may prevent proper and timely delivery of the Services;
Upon the Client’s reasonable request, promptly provide such information and reports of the Company in connection with the progress of performing the Services;

We shall not assign, transfer, charge, or subcontract any of our obligations under this agreement without the Client’s prior written consent, except for the engagement of qualified subcontractors for internal fulfillment purposes, for which we remain fully accountable for the performance of the subcontractors and the fulfillment of our obligations under this agreement. This Contract is entered into with the mutual understanding that a specific search result ranking, Domain Rating, or similar metric is not in any way guaranteed by us to you. It is also mutually understood that since search engines have their own proprietary algorithms that change with time, we will perform the Services within our exclusive scope of abilities in any given moment. You accept that any client-caused delay will extend the Results timeline by the same duration (or longer if reasonably required due to sequencing/lead times), and all performance periods will be adjusted accordingly.

Disclaimer

The description of Scope of Work provided above is not fixed and may be adjusted dynamically to meet the agreed upon results. For example, the number of backlinks may vary depending on changes in the landscape. Accordingly, we may increase or reduce it as needed to achieve the desired results. We will notify you in advance if significant adjustments are made to the strategy (with no changes in price), ensuring that the overall goal of achieving the desired results is still prioritized.

4. Duration

This Contract will be effective starting on the date below and will have a mandatory 1-year no-cancellation term. After the mandatory no-cancellation term, this Contract will continue on a rolling month-to-month basis until terminated in accordance with the definitions under Termination.

Payment

Billing & Payment of invoices

a. The invoice shall be payable within 5 days of the signing of this Agreement.

b. Interest will start to accrue for invoices which remain unpaid for more than 10 days after they fall due, at the rate of 10% per annum (“Late Interest”).

c. Late Interest on the unpaid portion of an invoice will continue to accumulate until the invoice is fully paid.

d. We reserve the right to withhold any of our Services should any invoice remain unpaid (whether fully or partially) beyond 1 calendar month.

Payment is to be made via:

a. GIRO – DBS Bank Account No. 0721308223

Additional Charges. Any requested work outside of the agreed scope of work will be charged separately.

Disputes. You shall promptly provide us with written notice of any disputes or concerns you have with respect to any invoices, charges, and payments made hereunder; and in any case, you shall notify us of such a dispute or concern within 30 days of your receipt of such invoice or charge to allow ample time for us to resolve your concern.

Termination

6.1 Effective at the expiration of the 1 year mandatory no-cancellation term, either Party has the right to terminate the Contract by giving a minimum of 1 month written notice to the other Party assuming you have paid all amounts due or payable to us, excluding those disputed in good faith. As an exception, either Party has the right to terminate the Agreement immediately, irrespective of the no-cancellation term if the other:

Has committed a breach of this Agreement, unless the breach is capable of remedy, in which case the innocent Party will have the right to terminate if the other Party has failed to remedy the breach within 21 days after receiving written notice to do so.
Goes into bankruptcy or liquidation either voluntary or compulsory (except for the purpose of bona fide corporate reconstruction or amalgamation) or if a receiver is appointed in respect of the whole or any part of its assets. For avoidance of doubt, the Client is obliged to pay up any outstanding invoices from the Company even if it becomes insolvent.
The Client’s instructions deviate from the scope of work and as set out in Section 3 of this Agreement and/or the Client refuses to pay any additional fees where required to do so, for any additional work required by the Client from the Company;
The Client does not contact and/or respond to requests by email or whatsapp within 10 business days
The Client fails to provide content, and/or any additional information requested by the Company within the reasonable deadlines stated; and
The Client has outstanding invoice(s) that have been unpaid for a period of more than 90 days from the date of invoice.

For the purposes of this Agreement, “Business Day” shall refer to a day other than a Saturday, Sunday or public holiday in Singapore, on which banks are open in Singapore for general commercial business.

6.2 If this Contract is terminated, we will continue to provide the Services and you will continue to pay the fees during any period of notice, except in accordance with the exceptions mentioned above. You will also be required to pay us immediately for any other Services we have provided at your request that have not yet been paid for.

6.3 Where this Agreement is terminated, termination shall be without prejudice to any rights and obligations of the Parties that have accrued prior to such termination and any obligations which expressly or by implication are intended to come into or continue in force on or after such termination.

6.4 Any and all obligations of the Parties, which either expressly or by their nature continue beyond the termination date of the Contract, will survive termination on a pro-rata basis as agreed to under Payment.

6.5 Upon termination or completion of this Agreement, the following shall apply:

a) Each Party shall immediately return all Confidential Information received from the other Party for the purpose of this Agreement and all documents and copies thereof produced in the course of performing its obligations under this Agreement;
b) Each Party shall securely destroy and erase all softcopies of Confidential Information that exist in hard disk, removable storage media and other storage media or facility whatsoever.

7. Warranties

You warrant to:

a. Pay all fees owing hereunder when due, regardless of whether or not you have denied any Services hereunder;

b. Comply with license terms for any and all items provided, installed, and/or maintained by us;

c. Comply with all applicable laws and regulations governing transmissions of data; and not use our provided Services for illegal or unauthorized purposes, to interfere with or disrupt other users, Services, or equipment, or to propagate computer viruses or worms.

d. Not solicit any of our employees or contractors during the Duration of this Contract and for a period of twelve (12) months after the termination hereof.

We warrant:

a. That the Services to be provided hereunder will be performed in a professional manner consistent with the standards of the industry.

b. No other warranties of any kind whether express or implied with respect to this Agreement or the services including, but not limited to, any implied expectation of ranking, profitability, or usage for a particular purpose.

All warranties or conditions whether express or implied by law are hereby expressly excluded in favour of this Agreement.

8. Liability

You agree that we cannot be held liable for any results outside of our control, such as the quality of leads or sales made by your team. You acknowledge that we have no control over changes to search engine policies or algorithms.

You understand and accept that at any time the third party search engines and platforms in their sole discretion may affect how your website content, pages, and domain are viewed and displayed and thereby, your website may lose rankings or be excluded from search results at the sole discretion of the search engines. You agree to not hold us liable for any such negative impact to your rankings. We assume no responsibility for the actions and algorithms of these search engines and platforms.

Provided that we upheld our obligations hereunder, you agree that no refunds or discounts will be given for any negative impact on the part of any search engine. While we will provide professional advice in relation to the Services on a continual basis, you certify that we have not given nor implied any guarantees regarding your website rankings in search engines due to these beyond our scope and control.

Nothing in this Agreement excludes or seeks to exclude our liability for death or personal injury caused by our negligence, or for fraud or fraudulent misrepresentation. You further agree to:

Accept full and exclusive responsibility for your business’ performance and customer satisfaction.
Accept full and exclusive responsibility for understanding and ensuring compliance with any regulatory, legal, or contractual obligations related to your business, including without limitation, data held by you and your customers, information provided by you to your customers and/or other third parties, and any safeguarding and security measures that may be required. We may participate in implementing needed systems, services and functions for compliance, but you are solely responsible for the final outcomes, actions taken, and results produced.
Accept full liability for any losses or cost sustained or incurred by you or arising directly or indirectly as a result of a failure on your part to meet any of the above provisions or for defaulting on Payment.

In addition, we will not be liable by reason of any representation, implied warranty, condition or other term, or any duty at common law or under the express terms contained herein, for any loss of profit or any indirect, special or consequential loss, damage, costs, expenses or other claims (whether caused by our servants or agents or otherwise) in connection with the performance of our obligations under the Contract.

In the event of a breach or failure by us to execute our express obligations under this Contract, your remedies will be limited to damages, which in any event, will not exceed the fees and expenses paid by you for the Services in the preceding 6 month period.

You agree to indemnify us against all damages, costs, claims and expenses suffered by us where this is caused by you, or your agents or employees. We shall not be liable to you or any other person for any direct, indirect, or consequential damages, or for the loss of data, profit, or revenue arising out of or relating to this Contract, even if it has been advised of the possibility of such potential loss or damage.

9. Indemnification
You agree to hold harmless, defend and indemnify us, our employees, contractors, directors and agents, from and against any and all demands, claims, causes of action, fines, penalties, damages (including consequential), liabilities, judgments, and expenses (including without limitation reasonable attorneys’ fees) incurred in connection with or arising from any breach by Client or its employees, agents, guests, or invitees of this Contract. If any action or proceeding is brought against us, our employees, contractors, directors or agents by reason of such claim for which you have indemnified us, you agree to, upon written demand from us, defend the same at your own expense, with counsel reasonably satisfactory to us.

10. Force Majeure
Neither Party shall be liable for any failure or delay in performing their obligations under the Contract where such failure or delay results from any cause that is beyond the reasonable control of that Party. Such causes include, but are not limited to: power failure, internet service provider failure, strike, lockout, civil unrest, acts of malicious computer programs and code (including but not limited to viruses, Trojan horses, worms, malicious macros, and scripts), shortages, accidents, casualties, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action, epidemics or any other event beyond the control of the Party in question.

11. Jurisdiction and Interpretation
This Contract will in all respects be subject to and construed in accordance with the laws of Singapore. The interpretation of this agreement is agreed upon by both parties to be clear and leave no doubt upon the terms and definitions used herein. No third party may assign a different interpretation to the agreed terms. Any dispute between the Parties will be referred to the exclusive jurisdiction of the courts of Singapore and is subject to interpretation under court hearing.

12. Confidentiality
Each Party undertakes that throughout the term of the Contract, the Parties may disclose certain confidential information to each other. Both Parties agree that they will not use the confidential information provided by the other, except to perform their obligations under the Agreement. Each Party will maintain the information’s confidentiality and will not disseminate it to any third party, unless so authorised by the other Party in writing.