Thank you for appointing ProjectSG Group Pte. Ltd. to support your marketing objectives. Our goal is to deliver the highest standard of professional service.
As we will be working together with you, it is important that you have an understanding of ProjectSG’s terms of engagement. The following terms and conditions will apply to our engagement, unless and until they are revised.
1. Our Client
1.1 In the course of working for a client, it is often necessary for us to deal with various individuals, especially if the client is not an individual. This can sometimes cause confusion as to who the client actually is.
1.2 To avoid doubt or dispute as to the identity of our client, for the purposes of our appointment, the client is the person(s), entity or entities identified in the Letter of Engagement. This is of course always subject to any variation in writing by mutual agreement.
1.3 Our duty of care is to our client named in the Letter of Engagement. Apart from this, we do not owe any duty of care to any other person. At our sole discretion we may send the above named any information, system updates, and other communications relating to the ProjectSG system.
1.4 The advice and services provided by us are strictly in relation to marketing matters only. We do not advise on real estate, legal, financial or other matters. Nothing to be shared to you by ProjectSG shall be constituted as advice. If you rely on words that do not constitute advice, it is entirely at your own risk.
2. Taking Instructions
We will take instructions from the client or the agent or person whom the client authorizes or nominates to give instructions on the client’s behalf. However, our client will be the person(s), entity or entities named in the Letter of Engagement as provided above.
3. Who at ProjectSG Group Pte. Ltd. Will Work with You?
3.1 ProjectSG is a full-service marketing and technology company supported by specialist teams in campaign strategy, creative production, content management, web development and technical support. We will assemble a project team with the experience and expertise necessary to advance your objectives and will be pleased to discuss team composition with you at any time.
3.2 The Director responsible for your matter is TAN, JAE. He may enlist the assistance of other ProjectSG professionals, including Ads Strategists, Content Managers, Web Developers, Technical Support Engineers and Account Managers, to ensure the Services are delivered efficiently.
3.3 We will not be responsible for any consequence if you fail to follow up with any actions due from your end.
4. Scope of Our Services
Our understanding of the scope of our services to you is set out in the Letter of Engagement. We will not undertake any other tasks unless specified in the Letter of Engagement or in subsequent written instructions which are accepted by us. When additional tasks or subsequent instructions are accepted by us, these Terms & Conditions will apply to them.
5. Professional Fees and Costs
Professional fees
5.1 The engagement of our service works on a fixed-fee basis according to our published price list. Our fees reflect the scope and complexity of services to be delivered, including but not limited to strategy planning, campaign setup and optimisation, content creation, analytics reporting, account reviews, and overall performance management. Our team will manage and execute these tasks in accordance with best practices and timelines that align with your objectives. Any requests beyond the scope of the selected package may be subject to additional charges, which will be clearly communicated and agreed upon in writing in advance.
Changes in rates
5.2 Our subscription fees and ad credit rates are reviewed periodically to reflect changes (in particular, increases) in platform costs and service requirements. Any revision to subscription fees will only take effect upon renewal and will not affect your existing agreement. Adjustments to ad credit rates, where applicable, will apply on an ongoing basis regardless of renewal status. Updated pricing details and available package options are available upon request.
Costs of ancillary services and disbursements
5.3 Apart from professional fees, there may be other costs incurred in the course of our engagement. These typically fall into two (2) categories:
(a) payments for third-party services or platforms; and(b) charges for ancillary services provided directly by ProjectSG.
- For third-party services, we will charge you the actual amount billed to us plus a nominal administrative fee if applicable. These may include costs such as domain registration fees and third-party services requested by you and outside of our agreed scope.
- For ancillary services provided by us, we may charge based on usage. These may include charges for additional user accounts, SMS or email blasting services, or expedited support and any services requested by you and outside of our agreed scope.
5.4 Our billing policies for the above ancillary services and disbursements will be communicated to you prior to engagement or upon request, and no such costs will be incurred without your prior approval. To be clear, no work will be carried out without your approval and by logic, no cost.
6. Intellectual Property
6.1 All deliverables, campaign materials, advertising assets, creative content, designs, reports, templates, code, and other outputs developed by ProjectSG Group Pte. Ltd. shall remain our sole and exclusive property, unless otherwise agreed in writing.
6.2 Upon full payment of all fees due, you are granted a limited, non-exclusive, non-transferable, and revocable licence to use our work products strictly for the purpose and duration of our engagement. This licence shall not extend beyond the agreed scope or survive termination, unless otherwise authorised in writing.
Permitted and Prohibited Use
6.3 You may use our work products solely to the extent necessary to benefit from our marketing services as contemplated under this Agreement.
6.4 You shall not:
(a) reproduce, modify, adapt, distribute, sell, sublicense, or otherwise exploit our work products;
(b) claim ownership or authorship of our work products;
(c) continue using the work products following termination or expiry of the Agreement, unless expressly permitted;
(d) GRANT ANY THIRD PARTY ACCESS TO ANY OF OUR WORK OR DATA.
ProjectSG’s Reuse Rights
6.5 We may use, adapt, and repurpose any tools, templates, processes, code, structures, or methodologies developed, or shared by you, during the course of this engagement, provided such reuse does not disclose your confidential information.
6.6 We may also incorporate general knowledge, techniques, and industry insights obtained while performing our services into our standard practices and future offerings.
7. Billing Arrangements
7.1 It is our practice to issue bills periodically via email. If you would like to receive invoices at specific intervals, please inform us. While we make every effort to include all relevant fees and charges in the invoices issued for the corresponding billing period, any items not included for any reason will be reflected in a subsequent invoice.
Our bills are payable immediately. In the event of late payment of bills, we reserve the right to impose interest at three (3) percent per annum from the 8th day of the date of the bill. In addition, a reactivation fee of S$85.00 may be imposed where services have been suspended due to non-payment. If payment remains outstanding beyond seven (7) days, we may suspend services without further notice and may also take steps to commence legal proceedings to recover the amounts due.
7.2 All payments to us are strictly non-refundable and entitlements are non-transferable. Any unused entitlements will not be refunded.
7.3 If you have any grievances or queries regarding a particular bill that has been issued to you, please do bring this to our attention immediately so that we may have your queries answered and grievances resolved promptly. If you would like to receive a detailed itemised bill, you may request for one to be provided to you.
7.4 If there is any abuse or interference, you agree that we reserve the right to suspend and/or terminate this Letter of Engagement and our services herein. At the same time, you agree that we may, utlise your Ad Credits to offset any invoice more than 7 days outstanding.
Bank or remittance charges
7.5 All bank or remittance charges incurred in relation to payment of our bills will be borne by you and our bill should be paid net of all bank or remittance charges.
Goods and services tax
7.6 Please be informed that invoices issued by ProjectSG are subject to a Goods & Services Tax (“GST”). The GST rate is fixed by the government and may vary from time to time. The current GST rate is 9%. The applicable GST will be included in our charges to you unless the services provided by us fall within GST-exempt or GST-excluded categories.
8. Ad Credit Procedures
8.1 Ad Credits represent funds held in your ProjectSG account, designated for use in media buying, campaign execution, platform fees and to offset any invoice at an exchange rate determined by us.
Terms of Credit Top-up & Expiry
8.2 It is our duty to inform you that some plans may be subject to a purchase limit. These terms shall be communicated to you in our Letter of Engagement.
8.3 From time to time, we may offer promotional top-up opportunities. Each promotion shall be governed by its own set of terms and shall be made available to you. It shall override the standard terms of this clause to the extent of any inconsistency.
8.4 Please note that with the exception of promotional or incentive-based top-up opportunities, Ad Credits purchased shall expire on the final day of your engagement period. It is our duty to inform you that any unused credits remaining thereafter shall be forfeited without refund, in accordance with clause 7.2.
Credit Set-up & Allocation Procedures
8.5 We shall not be obliged to commence or continue your Google Ad campaign unless your account maintains a minimum ad credit balance equivalent to fourteen (14) days of the set daily advertising spend. We reserve the right to pause or delay the campaign at any time if the ad credit balance falls below this minimum requirement.
8.6 Where the ad credit balance falls below the minimum threshold, we will require you to top up your account to restore the minimum balance. Upon your written confirmation of the top-up amount and agreement to proceed, we will credit the corresponding ad credits to your account.
Adjustments in Allocation of Ad Credits
8.7 Should you wish to make adjustments to your ad credit spending, you must provide us with written notice at least seven (7) days prior to the start of the next billing cycle. Any adjustments will only take effect after we have provided written acknowledgment.
Weekly Credit Deduction Cycle
8.8 It is our practice to compute Ad Credit deductions on a weekly cycle, specifically on Mondays, for campaign activity conducted during the preceding calendar week (Monday through Sunday). Please note that if a Monday is a public holiday or non-working day, the deduction shall occur on the next working day, typically Tuesday.
8.9 We draw your attention to the fact that the amount deducted shall reflect the total campaign costs incurred in the immediately preceding week, including media spend and applicable service-related charges. A breakdown of the deduction may be provided upon written request.
Final Spend Election Upon Termination
8.10 Notwithstanding 8.5 and 8.6, where you have provided notice of termination and wish to fully utilise any remaining Ad Credits, you may elect, in writing, to continue campaign delivery notwithstanding that the Ad Credit balance may fall below the minimum required threshold.
By making such an election, you expressly agree and undertake to pay any negative balance arising from continued campaign delivery, up to a maximum amount equivalent to fourteen (14) days of the last set daily advertising budget (the "Permitted Negative Balance").
For the avoidance of doubt:
(a) the Permitted Negative Balance shall be calculated based on the most recently insturucted or set daily budget prior to termination;
(b) such amount shall include and any applicable service fees; and
(c) any negative balance incurred shall become immediately due and payable upon final invoicing.
We reserve the right, at our sole discretion, to cease campaign delivery upon the earlier of:
(a) the expiry or termination of the engagement period; or
(b) the point at which the Permitted Negative Balance has been reached.
For the avoidance of doubt, any continued campaign delivery beyond the available Ad Credit balance is intended solely to facilitate final utilisation of remaining credits within the agreed limits, and shall not extend the engagement period unless otherwise agreed in writing.
9. No Guarantee of Outcome
As you will appreciate, it is not possible to predict the outcome of a matter with absolute certainty, as the outcome depends on many variable factors. In the circumstances, we cannot and do not guarantee the outcome of any matter. To be clear, nothing is guaranteed.
10. Google Ads - Advertising Services
Campaign Setup and Project Selection
10.1 Please note that in the campaign set-up process, you will be provided with the general list of new launch property projects, sorted by low, medium, and high estimated cost-per-click tiers. You may then select approximately fifteen (15) projects that align with your goals. Upon receipt of your selected list, we will provide written feedback or requests for changes within three (3) working days.10.2 For avoidance of doubt, we maintain sole management and control and discretion over any campaign. The advertising campaign will be structured to include multiple ad groups (typically 10-15 projects) under a single campaign. The total budget will be allocated at the campaign level and not distributed evenly across individual projects.
10.3 Due to the nature of Google's automated system, budget allocation across projects cannot be manually weighted or guaranteed. Google dynamically alocates projects based on performance factors such as cost-per-click (CPC), cost-per-lead (CPL), and conversion efficiency. As part of this strategy, projects with lower CPC or CPL may receive a larger share of the budget at any given time. When the performance of these projects changes (e.g. increased CPC or CPL), Google may automatically reallocate budget to other projects within the campaign. This approach is designed to optimise overall campaign performance, stabilise costs, and maintain lead generation at a reasonable average CPL across all projects. As a result, individual projects may receive varying levels of exposure and lead volume, and lead distribution across projects is not guaranteed.
Google Ads Learning Phase
10.4 It is our duty to inform you that during the initial phase of the campaign, typically lasting up to eleven (11) days (and in some cases, up to twenty-one (21) days), the Google Ads platform will undergo a standard learning phase.
10.5 During this learning phase, the system optimises ad delivery by testing various ad groups and targeting strategies, which may result in inconsistent or suboptimal performance. This is a normal feature of the platform. Following this phase, we will review performance and make refinements to enhance targeting, bidding, and audience reach.
Access to Campaign Reports
10.6 Please note that you will have access to campaign performance data via the ProjectSG Dashboard under the "Ad Report" section. This includes, but is not limited to, the list of active projects, number of clicks, cost-per-click (CPC), absolute top percentage, top percentage, and click-through rate (CTR). Result Sharing
10.7 We would like to inform you that ProjectSG may, at times, feature your name, logo, image, likeness, voice, testimonials, statements, and campaign performance data (together referred to as the "Likeness and Results") in our marketing and publicity materials. This may include use in print, digital, audio, video, or electronic formats such as our official website, social media pages, advertisements, and client presentations.
10.8 Any use of the Likeness and Results will be focused solely on showing the work completed under this engagement and the outcomes achieved. The purpose is to highlight real examples of marketing success and demonstrate the impact of our campaigns in a factual and transparent manner.
10.9 Please note that no additional payment or compensation will be provided for such use, and your consent to this clause shall serve as full authorisation for ProjectSG to make use of the Likeness and Results in the ways described above.
11. Limitation of Liability
General limitation on liability
ProjectSG Group Pte. Ltd., its related entities, and any of their directors, shareholders, employees, or consultants, shall not be liable to you for any losses, claims, damages, liabilities, or expenses arising in connection with our services.
12. Lead Notifications, Enquiry Processing Charge & Auto-replies
12.1 Throughout the course of our engagement, it is our duty to remind you that lead submissions generated through your campaigns will be made available in multiple formats for your convenience. 12.2 Please note that all leads submissions via the contact forms will be:
(a) Logged and viewable in real-time via your ProjectSG dashboard.
(b) Sent via email and SMS to the contact details provided during onboarding.
(c) Optionally sent via Privyr with Privyr webhook integrations (please inform us if you require the optional Privyr integration)
12.3 We draw your attention to the fact that your campaign may allow leads to initiate contact through ProjectSG's centralized WhatsApp business account, where automated responses may be used to acknowledge the enquiry. Leads received through WhatsApp will be forwarded to you via SMS, email and logged in the ProjectSG dashboard for prompt follow-up. As this service is automatically opt-in, please inform us if you would like to opt-out.
12.4 Please note that we will use the contact details that you provided to us in the Letter of Engagement. If you prefer to use an alternative contact, please inform us.
12.5 We wish to inform you that an enquiry processing charge (EPC) of one (1.00) ad credit per lead will be charged for leads that successfully complete SMS OTP verification. This charge applies only to OTP-verified leads. Leads that are not OTP-verified are not subject to this charge. At our discretion, we may waive, rebate, or adjust such EPC for any period or client.
13. Data Protection
13.1 In general, we collect, use, disclose, process and care for personal data that is provided to us or is otherwise in our possession or under our control in accordance with the Personal Data Protection Act 2012 (“PDPA”) and our Data Protection and Privacy Policy (as updated from time to time), a copy of which is available at: https://www.project.sg/privacy-policy (“DP Policy”).
13.2 In the event that you provide personal data to us (directly or through a third party), you agree and acknowledge that we may collect, use, and/or disclose the personal data in accordance with the PDPA, our DP Policy and any other applicable laws. In particular, you agree (and, where applicable, you consent) to:
(a) our collection, use and disclosure of such personal data for the purposes stipulated in the DP Policy to the extent reasonably necessary for us to provide the services you require under these terms and conditions; and
(b) our disclosure of such personal data to the Parties stated in the DP Policy to the extent reasonably necessary to provide the services you require under these terms and conditions.
13.3 Where you provide us with any personal data of third parties, you confirm that you have obtained all necessary consents to do so.13.4 However, you agree that we may collect/store/process/share the leads generated from the campaigns for various purposes, including but not limited to audience retargeting, analytics, optimisation purposes, etc.
14. Miscellaneous
To ensure that your instructions are properly received and acted upon, you must copy info@project.sg in all email communications sent to us. Alternatively, you may send your instructions through the WhatsApp group chat created by our staff at the start of our engagement, which serves the same purpose of ensuring that your messages reach the appropriate team without delay.
15. General Provisions
Force Majeure
15.1 In case our ability to carry out our obligations herein is prevented, delayed, hindered, hampered, obstructed or affected by war or warlike hostilities, acts of terrorism, civil commotion, riots, blockades, embargoes, sabotage, strikes, sanctions, lockouts, shortage of material or labour, or accidents; fire, lighting, riot, tempest, flood, civil commotion, act of God, explosion and which foregoing and any other cause(s) not caused by our negligence or default, our obligations herein shall be suspended for the length of such inability.
Contracts (Rights of Third Parties) Act
15.2 Any other person who is not a party to this Letter of Engagement (whether or not such person shall be named, referred to, or otherwise identified, or shall form part of a class of persons so named, referred to, or identified, in this Letter of Engagement) shall have no right whatsoever under law or the Contracts (Rights of Third Parties) Act 2001 to enforce this Letter of Engagement or any of its terms.
Severability
15.3 If any provision or portion of our Agreement is wholly or partly unenforceable, the remainder of that provision will still remain in effect.
No Waiver
15.4 Neither Party shall be deemed to have waived any provision of this Letter of Engagement or the exercise of any rights held under this Letter of Engagement unless such waiver is made expressly and in writing. Any waiver by the Party(ies) of a breach or violation of any provision of this Letter of Engagement shall not constitute a waiver of any other subsequent breach or violation.
Assignment and Novation
15.5 You shall not assign, transfer, novate or otherwise dispose of any of your rights or obligations under this Agreement without our prior written consent.
15.6 We may at any time assign or novate this Letter of Engagement (whether in whole or in part) to any person, body, firm, company or organisation, and you hereby consent to such assignment or novation and undertake to execute within a reasonable time following written demand by us, all necessary documents to effect such assignment or novation.
Confidentiality
15.7 The Parties agree that the terms and conditions of this Letter of Engagement are confidential and shall not be disclosed to any third party other than as mutually agreed upon in writing. This clause shall survive the termination or expiry of this Letter of Engagement, and shall not apply to information required to be disclosed by law or any competent regulatory body, or a valid order by a court or other governmental body.
Counterparts
15.8 This Letter of Engagement may be executed and delivered in any number of counterparts, each of which is an original and which, together, have the same effect as if each party had signed the same document.
No Partnership or Joint Venture
15.9 Nothing in this Agreement shall be deemed to create any partnership, joint venture, or agency relationship between the Parties, nor shall either party have the authority to bind the other in any manner.
Successors and Permitted Assigns
15.10 This Letter of Engagement shall benefit and be binding on the Parties, their respective successors and any permitted assignee or transferee of some or all of a Party’s rights or obligations under this Letter of Engagement.
16. Revisions to the Terms and Conditions of Engagement
Our terms and conditions of engagement are reviewed periodically and may be revised during the course of our engagement. If they are revised, we will publish the revised terms and conditions on our website and the revised terms and conditions of engagement will come into effect and apply upon publication.
17. Complete Agreement
Our Agreement overrides all other prior and contemporaneous written and oral agreements and understandings between us. They constitute the entire and complete agreement between us.
18. Termination
18.1 You may bring our engagement to an end for any reason by giving us seven (7) days’ notice.
18.2 Our engagement will automatically end if the Letter of Engagement (or "Agreement") is not renewed. In addition, we may also bring our appointment as your marketing agency to an end by giving seven (7) days' notice if either funds to account requested by us or our professional fees and/or disbursements are not paid within fourteen (14) days of our request for such funds, or the issuance of our bills.
19. Governing Law and Jurisdiction
Our Agreement shall be governed by the laws of the Republic of Singapore. "Parties" refer to all signatories hereto.
20. Dispute Resolution
Dispute or disagreements in relation to our fees for work done by us
20.1 If there are any disputes or disagreements in relation to our service fees or invoices ("Fee Dispute"), and with your prior written consent, we may submit the Fee Dispute to the Singapore Mediation Centre ("SMC") for resolution by mediation, in accordance with the Mediation Procedure in force at the time of submission of the Fee Dispute. You agree to participate in such mediation in good faith and undertake to abide by the terms of any settlement agreement reached.
20.2 Should mediation proceed under clause 20.1, only in the event that the Fee Dispute cannot be resolved or settled through mediation under clause 20.1 within sixty (60) days after the mediation has commenced before the appointed mediator(s), you may pursue such other legal remedies as you deem appropriate, including seeking a formal determination by a court of competent jurisdiction in relation to the disputed fees or invoices.
20.3 Should mediation proceed under clause 20.1, you agree that you will not commence proceedings in relation to any Fee Dispute until and unless you have in good faith attempted to settle the Fee Dispute by mediation and the Fee Dispute cannot be resolved or settled within sixty (60) days after the mediation has commenced before the appointed mediator(s).
Dispute or disagreements in relation to the marketing campaign performance
20.4 If there are any disputes or disagreements in marketing campaign performance, such as cost-per-lead (CPL), lead quantity or quality, click-through rates, or any related key performance indicators ("Campaign Dispute"), you may request a written explanation of the metrics used. An explanation shall be provided within three (3) working days via the same communication feedback was requested from.
20.5 If, after such clarification, the dispute remains unresolved, we may submit the Campaign Dispute to the Singapore Mediation Centre (“SMC”) for resolution by mediation, in accordance with the Mediation Procedure in force at the time of submission of the Campaign Dispute. You agree to participate in such mediation in good faith and undertake to abide by the terms of any settlement agreement reached.
20.6 Should mediation proceed under clause 20.5, and only in the event that the Campaign Dispute cannot be resolved or settled through mediation within sixty (60) days from the date mediation commences before the appointed mediator(s), you may pursue such other legal remedies as you deem appropriate, including seeking a formal determination by a court of competent jurisdiction in relation to the disputed campaign matter.
20.7 Should mediation proceed under clause 20.5, you agree that you will not commence proceedings in relation to any Campaign Dispute until and unless you have in good faith attempted to settle the Campaign Dispute by mediation and the Campaign Dispute cannot be resolved or settled within sixty (60) days after the mediation has commenced before the appointed mediator(s)
