These terms and conditions (hereinafter referred to as “Terms”) contain important information that applies to the services provided by Roar Representation Pte. Ltd., a company registered in Singapore with registration number 202200454C, itself or through its Affiliates, including Roar Ad X (Pvt) Ltd, a company registered in Sri Lanka with registration number PV267864 (hereinafter referred to as the “Company”). 

These govern the basis on which the Company resells services in respect of Advertising Inventory across Third Party Provider Sites and Services to you as an advertiser in Sri Lanka (the “Advertiser”) on a pre-paid basis. Please read them carefully as these Terms form a binding contractual agreement between the Company and the Advertiser.

If the Advertiser does not agree to the Terms, as amended from time to time, in whole or in part, the Advertiser must not use our services.

These Terms and the documents integrated by reference express the entire agreement between the Advertiser and the Company relative to the Advertiser’s use of the services. 

The Company may modify these Terms, in whole or part. Modification of these Terms is at the Company’s sole discretion and no notice is required except for as provided for in this clause. 

Any modification to these Terms will be effective immediately upon the posting of the revised Terms to this website. By continuing to use these services following any changes, you will be deemed to have agreed to such changes.

For the purposes of these Terms, in addition to the capitalized words or phrases defined elsewhere in these Terms, the following words and phrases shall have the following meanings:

“Account” means a dedicated account set up through the Company Management Account, access to which is provided to the Advertiser by the Company via the Advertiser Management Account for the purpose of enabling the purchase of Advertising Inventory through the Self-Serve Advertising System. 

“Account Balance” means the total amount of money available in the Account at any given time after all debits and credits have been calculated. 

“Advertiser Management Account” means the Management Account created with the Third Party Provider owned and operated by the Advertiser. 

“Advertising Inventory” means advertising inventory purchased in relation to the Self-Serve Advertising System.

“Affiliate” means, in respect of a Party, any company or business entity that from time-to-time controls, is controlled by or is under common control with the Party. Control for these purposes means (a) the direct or indirect ownership of a majority of the voting share capital or (b) the ability to control the board of directors or other governing body of the company or business entity.

“Management Account” means the account created with the Third Party Provider for the purpose of utilising the Self-serve Advertising System. 

“Client Ads” means the advertisements or other content of Advertisers provided to the Third Party Provider or the Company.

“Company Management Account” means the Management Account created with the Third Party Provider owned and operated by the Company and utilised for the purposes of purchasing Advertising Inventory resold to the Advertiser.

“Order” means any order placed by the Advertiser through the Self-serve Advertising System.  

“Party” means either the Company or the Advertiser (as the context requires) as a party to these Terms and “Parties” mean both the Company and the Advertiser.

“Self-serve Advertising System” means the online advertising system that enables advertisers to place orders for advertising online, including (without limitation), from Meta.

“Self-serve Advertising Terms” means the terms governing the sale of Ad Inventory through a Self-serve Advertising System, including Meta’s terms listed at https://www.Meta.com/legal/self_service_ads_terms.

“Third Party Provider” means a third party (other than a party to this agreement and its related parties) whose services, platforms or materials are used to provide services under this agreement, including (without limitation), Meta Platforms, Inc. of 1601 Willow Road, Menlo Park, California 94025, United States of America and any Affiliate of Meta Platforms, Inc (hereinafter “Meta”).  

“Third Party Provider Sites and Services” means (a) the features and services that the Third Party Provider or its Affiliates makes available through: (i) such Third Party Provider’s website and any other branded or co-branded website (including any and all sub-domains, international versions, applications, widgets, mobile versions and successors thereof); (ii) the Third Party Provider platform; or (iii) any or all of the Third Party Provider’s or its Affiliates’ hardware, software, web sites and web pages, services or other products of any type, whether presently existing or later developed, that are developed or marketed in whole or in part by or for the Third Party Provider or its Affiliates; and (b) the websites, properties and advertising channels (including www.Meta.com, Meta's mobile channels, and other media, applications, devices or networks now existing or later developed) that are either operated by or on behalf of the Third Party Provider or its Affiliates or are operated by third parties but on which the Third Party Provider or its Affiliates have the right to place advertisements.

Headings do not affect the interpretation of these Terms.

A person includes a corporate or unincorporated body.

Words in the singular include the plural and in the plural include the singular.

A reference to one gender includes a reference to the other gender.

A reference to a law is a reference to it as it is in force for the time being, taking account of any amendment, extension, application or re-enactment and includes any subordinate legislation for the time being in force made under it.

The Advertisers acknowledges that the Account shall at all times be owned by the Company and the Advertiser shall be granted access through its own Advertiser Management Account and any other Management Account(s) nominated in writing by the Advertiser. 

Liability for all use, whether authorised or not, of the Account via the Advertiser Management Account or any Management Account nominated to access the Account by the Advertiser shall be borne by the Advertiser. The Advertiser is responsible for the actions and omissions of all nominees and users to whom the Advertiser has granted access, or who have access, to the Account. 

Notwithstanding any other provision of these Terms, the Advertiser agrees to defend, indemnify and hold harmless, the Company against any and all claims liabilities, costs, expenses, damages and losses howsoever arising from or in connection with any unauthorised use of, or unauthorised access to, the Account.

The Company is a reseller of Advertising Inventory pursuant to the arrangement that the Company has entered into with Third Party Providers and provides such resale services, in addition to which the Company may provide customer service and any other services the Company undertakes in relation to the resale of Advertising Inventory.  The Company’s role is limited to facilitating the Advertiser’s use of the Self-serve Advertising System.

The Company has no control over the behaviour of Third Party Providers and the Advertiser acknowledges that its interactions with Third Party Providers through the Account is at the Advertisers own risk and the Company does not bear any liability or responsibility in respect of any acts committed by Third Party Providers.

Provisions of any service shall be in the Company’s sole discretion. In the performance of its obligations hereunder, the Company shall have the right, in its sole discretion, to subcontract its rights and responsibilities to any of its Affiliates.

The Advertiser agrees and acknowledges that Advertising Inventory is provided by the Third Party Provider and the Advertiser shall utilise the Self-serve Advertising System in order to place any Order. Neither the Company nor the Third Party Provider guarantee that it will have Advertising Inventory available for purchase by the Advertiser. 

The Advertiser further understands and acknowledges that the Company performs all services in regards to Advertising Inventory in accordance with the terms and provisions of the Company’s agreement with the Third Party Provider. In the event that the Third Party Provider no longer permits the Company to provide services to the Advertiser or varies the terms and provisions of its agreement with the Company then the Company shall be under no further obligation to provide such services to the Advertiser and the Advertiser shall release the Company of any such obligation.

In addition to the terms set forth in these Terms, the Advertiser’s purchase of Advertising Inventory under these Terms is subject to the terms and conditions set forth in Self-serve Advertising Terms. Furthermore, the Advertiser shall comply with all of the Third Party Provider’s advertising guidelines, Privacy Policy, Terms of Use and other policies and procedures (“Policies”). 

The Parties agree that the relationship between the Parties is strictly on a non- exclusive basis. Nothing herein shall be deemed to prevent or restrict the Company from directly or indirectly selling, marketing or providing any services or Advertising Inventory to any third party, including (without limitation) any competitors of the Advertisers.

The Company is not a digital marketing agency, content creator or advertising firm and is not responsible for Client Ads in any manner. 

The Company is not in any way responsible for campaign management and management of advertising actions, including, planning and execution of purchase of Advertising Inventory.

The Company is not obliged to undertake the preparation of analyses and reports related to any Advertising Inventory purchased. 

The Advertiser grants the Company and by extension the Third Party Provider a non-exclusive, royalty-free, worldwide right and license to use, reproduce, perform, display and distribute all Client Ads and related information provided by the Advertiser to the Company and/or the Third Party Provider (including any trademarks, service marks, logos or other source or business identifiers (the “Advertiser Trademarks”) included therein): (a) during the Term, on the the Third Party Provider Sites and Services; and (b) during and after the Term, to limited audiences for demonstration purposes only or as otherwise set forth below. Further, during and after the Term, the Company and/or the Third Party Provider may use each Advertiser’s name, in a factual and non-disparaging manner, in lists of clients/advertisers produced for promotional or marketing purposes. The Advertiser understands and agrees that Client Ads displayed on the Third Party Provider Sites and Services may continue to appear on the Third Party Provider Sites and Services, even after termination or expiration of these Terms, as such the Client Ad may have been incorporated into user profiles, news feeds or other features, and that such usage may continue indefinitely. All goodwill arising out of use of Client Ads and Advertiser Trademarks will inure to the benefit of the Advertiser. The Company will not use or exploit in any manner any Advertiser Trademarks except as expressly permitted herein; provided that nothing herein will be deemed to prohibit the Company from using or exploiting Advertiser Trademarks in a manner permitted by applicable law in the absence of any licence or other grant of rights from the Advertiser (e.g., “fair use”).

As between the Company and the Advertiser, and subject to the rights and licences granted to the Company hereunder as applicable, the Advertiser retains all right, title and interest in and to all intellectual property rights with respect to the Client Ads and Advertiser Trademarks. The Company retains all right, title and interest in and to all intellectual property rights with respect to the Company Trademarks. these Terms is not intended to give either Party any rights, other than those specifically stated herein, in any intellectual property held by the other or any third party, including to any trade secrets, trademarks, trade names, service marks, patents, copyrights, source codes, computer programs, hardware, software, inventions, designs, configurations, processes, know-how, information and formulae, and any and all components of the foregoing, regardless of form.

Where the Advertiser is an individual, the Advertiser hereby warrants that he/she is at least 18 years of age and capable of entering into a contract. 

Where the Advertiser is a company or other entity then the person accepting these Terms on behalf of the Advertiser warrants that the Advertiser is duly organised, validly existing and the person accepting these Terms has all requisite power and authority to accept these Terms on behalf of the Advertiser.

In order to purchase Advertising Inventory the Advertiser must have an Account. The Advertiser will under no circumstances set up or operate a single account for utilisation by multiple advertisers.

In the event the Advertiser was using an Account prior to entering into these Terms, the Advertiser agrees to discontinue use of any such account and create a new Account through the Company’s Management Account. 

The Advertiser agrees to provide the Company with complete and accurate contact details at the time of entering these Terms and shall ensure that the information provided remains up to date, in order to guarantee its relevance and accuracy throughout the period during which these Terms are applicable. The Advertiser acknowledges and understands that any information provided to the Company may be disclosed to the Third Party Provider in order to provide the Advertising Inventory and the Parties agree that any such disclosure shall not be in breach of the obligations to maintain confidentiality pursuant to these Terms. 

Sole responsibility for Client Ads lies with the Advertiser and the Company is not required to review Client Ads for compliance with these Terms, the Policies or applicable laws. Furthermore, the Advertiser is responsible for carrying out all activities related to campaign management and management of advertising actions, including, planning and execution of self-service purchase of Advertising Inventory and preparation of analyses and reports. 

Sole responsibility for ad spends through the Advertiser’s Account is borne by the Advertiser and the Company is not responsible for monitoring the Advertiser’s spending via its Account to ensure it does not exceed any allocation purchased on a prepaid basis or otherwise. 

In the event the Advertiser subcontracts operation of its Account to a third party to manage the Advertiser’s use of the Self-serve Advertising System then the Advertiser will notify the Company of the use of a third party and ensure that such third party shall comply with all the provisions of these Terms in the same way as the Advertiser would have and the Advertiser explicitly declares and agrees, that in all cases the Advertiser will remain primarily responsible for compliance with all obligations and provisions of these Terms, irrespective of whether the Advertiser uses the Self-serve Advertising System either on its own behalf or either through or on behalf of a third party. 

The Advertiser represents and warrants to the Company that it is the sole owner or has all necessary rights to use any Client Ads used on the Third Party Provider Sites and Services, and the Advertiser represents that the Advertiser shall hold the Company immune for any intellectual property infractions the Advertiser may incur. The foregoing representation includes, but is not limited to a representation and warranty that the Advertiser owns or has the necessary rights (including also any necessary releases) to grant all rights granted in relation to any persons, places or intellectual property pictured in any photographic content related to the Client Ads. In addition, if any Client Ads contain content that is protected by intellectual property laws, the Advertiser represents that it has obtained any necessary permissions or releases from the applicable intellectual property owner and the Advertiser may be required to provide proof of the same at any time.

In respect of the Advertisers use of the Third Party Provider Sites and Services, in particular the Self-serve Advertising System, the Advertiser shall:

The Advertiser agrees, in the event it is requested to do so by the Third Party Provider, to provide the Third Party Provider and/or the Company with reports relating to its advertising campaigns and associated spend. The Parties agree that any information provided pursuant to this obligation shall not be in breach of any Party’s obligations to maintain confidentiality pursuant to these Terms. 

The Advertiser further agrees and understands that the Company may provide the Third Party Provider with data relating to the Advertiser including, without limitation, data regarding credit history, compliance with the Third Party Provider’s ad policies and spend forecasts and the Parties agree that any such disclosure shall not be in breach of the obligations to maintain confidentiality pursuant these Terms. 

The Advertiser consents to be contacted by the Third Party Provider for marketing purposes, including (without limitation), in respect of advertiser satisfaction surveys.

In order to purchase Advertising Inventory, the Advertiser is required to maintain a positive credit its Account Balance with the Company by ensuring its Account Balance is topped up. All amounts in the Account Balance may only be used to purchase Advertising Inventory. 

The cost for the Advertising Inventory (the “Fees”) purchased by Advertiser will be calculated based on the Order. As the Self-Serve Advertising System is an auction process, neither the Company nor the Third Party Provider can fix or guarantee the price of any Advertising Inventory sold to the Advertiser. The Advertiser shall pay the Fees for all Orders in accordance with the Self-serve Advertising Terms. The Fees for all Orders will be deducted from the Account Balance. 

The Advertiser is required to utilise the Account Balance within 30 days from the date of payment, unless the Company in its sole discretion credits any remaining amounts to the Advertiser’s Account Balance for any further periods. 

The Account Balance needs to always be in surplus in order for the Advertiser to access its Account set up on the Self-serving Advertising System and place Orders. Account Balances do not earn interest, are not deposit obligations, and are not insured.

Payments via credit card may be subject to bank charges for exchange fees, exchange commissions and other fees. The Company will only credit the net amount received by the Company to the Account. 

With effective from 01 March 2024, Payments made via cards are subject to a 3.2% card processing fee and as such 3.2% less than what the Company receives will be credited to the Account, unless the Company provides the Advertiser with a written waiver of this surcharge.

In the event the Company is liable to charge applicable taxes (including VAT and GST) in the Company’s local jurisdiction then all such taxes shall be borne by the Advertiser. 

Upon discontinuation of use of the Company’s services by the Advertiser or termination of the provision of services by the Company to the Advertiser, any unused amounts in its Account Balance shall be non-refundable. 

The Advertiser is solely responsible for ensuring the value of its Orders and its indebtedness to the Company does not exceed the funds available in its Account Balance. 

The Advertiser is liable for payment of all amounts related to Orders placed from the Advertiser’s Account set up on the Self-serving Advertising System, including where the Advertiser exceeds the amount of its Account Balance. The Advertiser is responsible for its spending on Advertising Inventory regardless of whether such spending on Advertising Inventory is managed by or on behalf of a third party and the Advertiser must pay all amounts related to Orders placed from the Account irrespective of the Advertiser’s arrangement with third parties. 

Furthermore, the Advertiser acknowledges that the Company, in connection with the provision of the services and as a reseller of Advertising Inventory, incurs indebtedness to the Third Party Provider as a result of the Advertiser’s use of the Self-serving Advertising System and the Advertiser agrees to indemnify the Company in respect of all such indebtedness. 

Orders placed through the Self-serve Advertising System may be subject to taxes and other applicable statutory levies which the Advertiser is also required to pay. 

All payments shall be in the currency relevant to your Account, for example if the Account is designated as a Sri Lankan Rupee account then payment must be made in Sri Lankan Rupees. 

All payments shall only be deemed to have been made once the funds for such payments have been credited to the Company’s designated bank account. 

The Advertiser is required to ensure its Account Balance is always in surplus and is required to top-up its Account Balance periodically. As such these Terms shall come into effect from each date on which the Advertiser tops up its Account Balance and remain in effect until terminated or until the date of the next top up.  

The Advertiser can terminate this Agreement at any time by providing notice in writing to the Company of that it wishes to close its Account.

The Company may suspend the provision of services hereunder or immediately terminate its obligations under these Terms if: 

The Advertiser agrees to reimburse the Company for all expenses incurred by the Company in connection with the collection of any amounts payable, including court costs and legal fees.

Upon termination of these Terms, if the Advertiser’s use of the Account incurs ongoing cost to the Company, the Company reserves the right to continue to issue invoices for all such costs incurred and the Advertisers hereby agrees to indemnify the Company for all such costs incurred.  

Upon termination of these Terms, the Company reserves the rights to delete all data stored in the Advertiser’s Account after a period of 12 months. 

The Advertiser represents and warrants that: (a) its performance of these Terms will not result in a violation of any agreement or other obligation by which it is bound; and (b) it will comply with all applicable laws, regulations and customs in its performance of these Terms, including, for clarity, ensuring that it has all appropriate and necessary consents, authorizations or licences required to perform its obligations or exercise its rights under these Terms; 

The Advertiser further warrants that it has the legal authority to grant rights to the Client Ads and Advertiser Trademarks under these Terms.

EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THESE TERMS OR THE TRANSACTIONS CONTEMPLATED HEREBY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON- INFRINGEMENT OR IMPLIED WARRANTIES ARISING OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OR TRADE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE COMPANY SPECIFICALLY DISCLAIMS ANY REPRESENTATION OR WARRANTY REGARDING ANY ECONOMIC OR OTHER BENEFIT THAT THE ADVERTISER MIGHT OBTAIN THROUGH ITS PARTICIPATION IN OR PERFORMANCE UNDER THESE TERMS.

The Advertiser will indemnify and hold harmless the Company and its corporate affiliates, and each of their officers, directors and employees (collectively, the “Indemnified Parties”), from and against any and all expenses, damages and losses of any kind (including reasonable legal fees and costs) incurred by any of the Indemnified Parties arising out of or in connection with any investigation, claim, action or other proceeding instituted by a third party (“Third Party Claim”) relating to: (a) any actual or alleged breach by Advertiser of any term of these Terms (b) any Client Ad (including any landing pages to which a Client Ad links) or other materials provided by Advertiser, including by reason of any actual or alleged: (i) misappropriation or infringement of any patent, copyright, trade secret, trademark, right of publicity or privacy or other intellectual property or proprietary right by the  Advertiser; (ii) libel, defamation or other tort the Advertiser; (iii) breach of confidentiality by the Advertiser; (iv) false, deceptive or misleading advertising, consumer credit or trade practices; or (v) product liability or other liability arising out of any products or services sold or advertised. The Indemnified Party will notify Advertiser promptly of any Third Party Claim for which it seeks indemnification and the Advertiser will permit the Company to control the defense of such Third Party Claim with counsel chosen by the Company.

EXCEPT TO THE EXTENT ARISING OUT OF A BREACH OF A PARTY’S CONFIDENTIALITY OBLIGATIONS, A BREACH BY THE ADVERTISER OF THE INTELLECTUAL PROPERTY OBLIGATIONS, THE ADVERTISER’S INDEMNIFICATION OBLIGATIONS UNDER THESE TERMS, OR A BREACH BY THE ADVERTISER OF A REPRESENTATION OR WARRANTY, NEITHER PARTY WILL BE LIABLE FOR LOST PROFITS OR OTHER CONSEQUENTIAL, SPECIAL, INDIRECT OR INCIDENTAL DAMAGES, WHETHER ARISING IN CONTRACT, TORT, INCLUDING NEGLIGENCE, WARRANTY, STRICT LIABILITY OR OTHERWISE, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE COMPANY’S AGGREGATE LIABILITY ARISING OUT OF OR UNDER THESE TERMS WILL NOT EXCEED THE FEES PAID BY THE ADVERTISER UNDER THESE TERMS DURING THE THREE (3) MONTHS PRECEDING THE DATE UPON WHICH THE RELATED CLAIM AROSE. 

Each Party will maintain in confidence all information disclosed by the other Party (whether verbally, in writing or otherwise, and whether of a business, technical or other nature) that has been designated as confidential or that, given the nature of the information and/or the circumstances surrounding its disclosure, should reasonably be considered confidential (“Confidential Information”), and will not disclose Confidential Information of the other Party to any third party (other than its corporate affiliates and its or its affiliates’ employees, agents or contractors who have agreed to maintain the same in confidence), or use or accumulate such Confidential Information for any purpose other than performance of these Terms or as required by applicable laws, regulations or legal process, without the other Party’s prior written consent. For the avoidance of doubt, the terms of these Terms will be deemed Confidential Information of both Parties. Notwithstanding the foregoing, Client Ads are not Confidential Information. In the event of any disclosure or loss of, or inability to account for, any Confidential Information of the disclosing Party, the receiving Party will promptly, at its own expense: (i) notify the disclosing Party in writing; (ii) take such actions as may be necessary or reasonably requested by the disclosing Party to minimize damages from such disclosure or loss; and (iii) cooperate in all reasonable respects with the disclosing Party. Each Party agrees that any unauthorized use or disclosure of Confidential Information may cause immediate and irreparable harm to the disclosing Party for which money damages may not constitute an adequate remedy. In that event, each Party agrees that injunctive relief may be warranted in addition to any other remedies the disclosing Party may have. In addition, the receiving Party agrees promptly to advise the disclosing Party in writing of any unauthorized misappropriation, disclosure or use by any person of the Confidential Information which may come to its attention and to take all steps at its own expense reasonably requested by the disclosing Party to limit, stop or otherwise remedy such misappropriation, disclosure or use. The foregoing restrictions will not apply as to (i) any information that was in the receiving Party’s possession prior to disclosure thereof by the other Party, that is or subsequently becomes available to the general public other than through a breach by the receiving Party, or that is independently developed by the receiving Party without reference to information disclosed by the other Party; and (ii) each Party will be permitted to disclose Confidential Information of the other Party to the extent required by applicable law, regulation or legal process, provided that (to the extent permitted under applicable laws) it provides prompt written notice to the other Party of any such disclosure and provides reasonable cooperation to the other Party in connection with any attempt to contest or limit such disclosure. 

Each Party’s obligations as to any Confidential Information will continue for five (5) years after its receipt of such information. Upon the disclosing Party’s request, the other Party will return, or destroy and certify destruction of, all Confidential Information of the disclosing Party (including any summaries or analyses thereof) in the receiving Party’s control.

In order to provide services to the Advertiser the Company must obtain, verify and record information that identifies persons who open and/or are authorised to use the Account. When the Company onboards an Advertiser, opens the Account and when the Advertiser tops-up its Account Balance we will request certain information, including name, email address, NIC number, and other identifying information. The Advertiser may also be asked to provide copies of NIC, driver’s license, passport, or other identifying documents. 

The Advertiser shall own all rights, title and interest in and to all of the Advertiser’s data and shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of the Advertiser’s data.

If the Company processes any personal data it shall be done in accordance with the Company’s Privacy Policy. 

The Advertiser is solely responsible for data stored in the Advertiser Management Account and ensuring the adequate data protection measures.  

The Company appreciates and invites suggestions, comments, or other feedback that may be provided by the Advertiser. All such suggestions, comments, or other feedback will be considered the Company’s intellectual property and owned by the Company. The Advertiser agrees that the Company may use such suggestions, comments, or other feedback for purposes of improving the Company’s services, the user experience, and the Company’s other business purposes.

Excluding payment obligations, neither Party will be liable for any delay or default in the performance of its obligations if such delay or default is caused by conditions beyond its reasonable control, including fire, flood, accident, earthquakes, telecommunications line failures, electrical outages, network failures or acts of God (collectively, “Force Majeure”). If performance is delayed by more than thirty (30) days as a result of any Force Majeure, the non-delayed Party will be entitled to terminate these Terms by written notice delivered at any time prior to the other Party’s resumption of performance of these Terms.

Except where otherwise stated in these Terms, notices and other communications required or permitted to be given hereunder will be given in writing by email to the email address provided by the Advertiser to the Company or to fb@roar.global (as applicable) and shall be deemed to have been received 2 hours after the time sent (as recorded on the device from which the sender sent the email), unless the sender receives and automated message that the email has not been delivered . 

Any term or provision of these Terms may be waived at any time by the Party entitled to the benefit thereof only by a written instrument executed by such Party. No delay on the part of either Party in exercising any right, power or privilege hereunder will operate as a waiver thereof, nor will any waiver on the part of such Party of any right, power or privilege hereunder operate as a waiver of any right, power or privilege hereunder, nor will any single or partial exercise of any right, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, power or privilege hereunder.

None of the rights, power or remedies conferred upon any Party under these Terms will be mutually exclusive unless otherwise expressly provided herein; rather, each such right, power, or remedy will be cumulative and in addition to every other right, power or remedy available to such Party, whether available at law, in equity or otherwise.

The Parties shall each be an independent contractor in the performance of their respective obligations hereunder, and the provisions hereof are not intended to create any partnership, joint venture, agency or employment relationship between the Parties. Neither Party shall have the right by virtue of these Terms to bind the other Party in any manner whatsoever.

Neither Party may assign these Terms or its rights or obligations hereunder without the other Party’s prior written consent. Subject to the foregoing limitation on assignment, these Terms will be binding upon, enforceable by and inure to the benefit of the Parties and each of their successors and permitted assigns.

For the benefit of the Company, and subject to the provisions below, the parties irrevocably agree that the courts of Singapore shall have exclusive jurisdiction to hear, settle and/or determine any dispute, controversy or claim (including any non-contractual dispute, controversy or claim) arising out of or in connection with this agreement, including any question regarding its existence, validity, formation or termination against Roar Representation Pte. Ltd. and the courts of Sri Lanka shall have exclusive jurisdiction to hear, settle and/or determine any dispute, controversy or claim (including any non-contractual dispute, controversy or claim) arising out of or in connection with this agreement, including any question regarding its existence, validity, formation or termination against Roar Ad X (Pvt) Ltd. For these purposes, each party irrevocably submits to the jurisdiction of the courts of Singapore and Sri Lanka.

Nothing in these Terms limits the right of the Company to bring proceedings against the Advertiser in any other court of competent jurisdiction, and the bringing or continuing of proceedings in any one or more jurisdictions shall not preclude the bringing of proceedings in any other jurisdiction, whether concurrently or not, if and to the extent permitted by applicable law.

These Terms constitute the entire agreement between the Parties and supersedes all prior or contemporaneous agreements or representations, written or oral, concerning the subject matter of these Terms.