Service Agreement & Terms

1. Scope of Services

1.1 The Agency provides professional digital services including, but not limited to:

• Website Design and Development
• E-commerce Website Development
• CMS Setup and Configuration
• App Development (Android / iOS)
• UI/UX and Graphic Design
• Meta Ads, Google Ads, and Performance Marketing
• SEO, Branding, and Creative Services
• UGC Video and Marketing Creatives

1.2 The final scope of work shall be strictly limited to the services explicitly mentioned in the invoice, written quotation, WhatsApp confirmation, or email communication.

1.3 Any service or feature not mentioned in the agreed scope shall be treated as additional work and will be charged separately.

2. Domain and Hosting Policy

2.1 A free domain (.com, .in, .co.in, or similar) may be provided for the first year only, subject to availability and project budget.

2.2 Premium domains, already-registered domains, or special TLDs are excluded from free domain offers.

2.3 Free hosting, if included, is applicable only for select packages and only for the first year.

2.4 Renewal of domain and hosting from the second year onward shall be the sole responsibility of the Client.

3. Existing Domain or Hosting

3.1 If the Client already owns a domain or hosting service, complete and correct login credentials must be provided before project commencement.

3.2 Any delay caused due to non-submission or incorrect credentials shall result in project delays, for which the Agency shall not be held responsible.

4. Content and Information Submission

4.1 The Client is responsible for providing all required content, including but not limited to: Logo files, Text content, Images and media, Product or service details, and Business information.

4.2 All required content must be submitted within 3–5 working days of project confirmation.

4.3 Failure to provide content, approvals, or feedback within the stipulated time may result in delayed project delivery, without any liability on the Agency.

5. Project Timelines

5.1 Basic websites are typically delivered within 5–7 working days after receipt of complete content and approvals.

5.2 E-commerce or custom websites are typically delivered within 10–15 working days, depending on complexity.

5.3 All timelines are estimated timelines and not guaranteed delivery dates.

6. Design Revisions

6.1 The base package includes a maximum of two (2) design revisions.

6.2 Any additional revisions or changes beyond the included revisions shall be chargeable.

7. Payment Terms

7.1 An advance payment of 50% of the total project value is mandatory before commencement of work.

7.2 The remaining 50% must be paid upon project completion and before final deployment or handover.

7.3 The Agency reserves the right to pause or stop work in case of delayed or non-payment.

9. Ownership and Access Transfer

9.1 Full administrative access, domain credentials, and ownership rights shall be transferred only after receipt of full and final payment.

9.2 Until full payment is received, all deliverables remain the property of the Agency.

10. Backup and Portfolio Rights

10.1 The Agency may retain a backup copy of the website for internal records, maintenance, or portfolio purposes.

11. Technical Support

11.1 One (1) month of free technical support is provided after project delivery, limited to bug fixes and minor text or image changes.

11.2 Any major updates, redesigns, feature additions, or maintenance beyond the free support period shall be charged separately.

12. Third-Party Services Disclaimer

12.1 The Agency is not responsible for issues arising from third-party plugins, hosting providers, server failures, hacking incidents, or client-side modifications.

13. Client Responsibilities

13.1 The Client is solely responsible for: Legality of their business, Accuracy of content, Compliance with applicable laws, and Security (unless AMC is purchased).

13.2 Any legal, cyber, financial, or regulatory issue arising due to the Client’s business or content shall not be the responsibility of the Agency.

14. Advertising and Platform Disclaimer

14.1 Advertising platforms such as Meta, Google, and others are third-party platforms beyond the Agency’s control.

14.2 The Agency does not guarantee sales, leads, profits, ROI, or ad performance.

14.3 The Agency shall not be responsible for ad rejections, account suspensions, bans, fake leads, bot traffic, or competitor activity.

15. Cyber Crime and False Allegation Protection

15.1 The Client agrees not to file false or malicious complaints against the Agency with banks, police, cyber crime departments, or any authority.

15.2 In the event of a false complaint, the Agency reserves the right to take legal action and recover damages, costs, and losses.

16-19. General Legal Provisions

16. Confidentiality: Both parties agree to maintain strict confidentiality of all shared information and proprietary data.

17. Limitation of Liability: The Agency shall not be liable for any indirect, incidental, or consequential damages, including financial loss, data loss, or business interruption.

18. Termination: Either party may terminate this Agreement in writing. The Client must pay for all work completed up to the termination date.

19. Governing Law: This Agreement shall be governed by the laws of India. Jurisdiction shall be limited to courts in the State of Gujarat.

20. Acceptance and Binding Nature

20.1 Confirmation through WhatsApp, email, invoice acceptance, or payment shall constitute full acceptance of this Agreement.

20.2 The Client agrees that they have read, understood, and accepted all terms and conditions.

21. Graphic Design Services – Usage & Approval

21.1 All graphic designs and marketing materials are created based on information and references provided by the Client.

21.2 The Agency is not responsible for spelling errors, factual inaccuracies, or compliance issues if the content was supplied or approved by the Client.

21.3 Final approval of graphics by the Client (via WhatsApp, email, or message) shall be treated as full acceptance. Post-approval changes shall be chargeable.

21.4 Editable source files (PSD, AI, Figma, etc.) are not included unless explicitly mentioned in the invoice.

22. Meta Ads & Performance Marketing Scope

22.1 The Agency’s responsibility is limited to campaign setup, audience targeting, creative execution, and optimization within platform guidelines.

22.2 The Agency does not guarantee: Sales, Leads, Conversions, Cost per lead, or Return on ad spend (ROAS).

22.3 Performance depends on multiple external factors including product quality, pricing, landing page, competition, and platform algorithms.

23-24. Ad Accounts & Spending

23. The advertising account, business manager, and payment method must belong to the Client. The Agency shall not add its own payment methods. Any misuse, suspension, or policy violation in the Client’s ad account is the Client’s responsibility.

24. Ad spend is separate from Agency fees and must be paid directly by the Client to the advertising platform. The Agency is not responsible for excess ad spend caused by platform glitches, auto-billing, or Client-side settings. The Client agrees not to dispute ad spend charges with banks or platforms citing Agency fault.

25. Fake Leads, Bot Traffic & Competitor Activity

25.1 The Client acknowledges that fake leads, bot traffic, and competitor clicks are industry-wide risks.

25.2 The Agency shall not be held responsible for such activities, as they are outside the Agency’s control.

26-27. UGC Video & Creative Services

26. UGC videos are created for marketing purposes only and do not guarantee performance or virality. Content creators are selected based on availability. Content cannot be rejected due to subjective dissatisfaction if it matches the agreed brief.

27. The Agency does not guarantee permanent copyright safety for third-party music, trends, or platform sounds. Any copyright claim raised by platforms after publishing shall not be the Agency’s liability. The Client is responsible for final usage decisions.

28. Website Security & Hacking Disclaimer

28.1 The Agency is not responsible for hacking, malware, data theft, or security breaches after handover.

28.2 Website security, backups, updates, and monitoring are the Client’s responsibility unless a paid AMC is purchased.

30-33. Legal Compliance & Ethics

30. Financial Fraud: If the Client provides false business details or misrepresents legality, the Agency may terminate services immediately without refund.

31. Legal Compliance: The Client confirms that their business complies with Indian laws (Consumer Protection Act, IT Act, GST). Any violation arising from the Client’s business shall not involve the Agency.

32. Partnership: This Agreement does not constitute a partnership or revenue sharing. The Agency is a service provider only.

33. Reputation: The Client agrees not to defame, threaten, or post false reviews against the Agency. Any reputational damage caused intentionally shall entitle the Agency to legal remedy.

34-36. Administrative Clauses

34. Force Majeure: The Agency shall not be liable for delays caused by events beyond control, including Platform outages, Government restrictions, Internet failures, or Natural disasters.

35. Amendments: The Agency reserves the right to update these Terms & Conditions. Updated terms published on official communication channels shall be binding for ongoing services.

36. Entire Agreement: This document, along with invoices and written confirmations, constitutes the entire agreement. No verbal promises shall be considered valid.

37-38. Survival & Verbal Commitments

37. Survival Clause: Clauses related to payments, liability, confidentiality, cyber protection, and legal jurisdiction shall survive termination.

38. No Verbal Commitments: Any discussion, call, meeting, or verbal assurance not documented in writing shall have no legal validity. Only written communication via WhatsApp, email, invoice, or official documents shall be considered binding.

39. Client-Induced Loss Disclaimer

39.1 The Agency shall not be liable for losses arising due to the Client’s poor business decisions, incorrect pricing, poor sales handling, untrained staff, or delayed responses.

39.2 Business failure is not grounds for refund, legal action, or complaint.

40-41. Website Performance & SEO

40. The Agency does not guarantee Website traffic, SEO ranking, Page speed scores, or Conversion rates. Performance depends on hosting, content quality, user behavior, and market conditions.

41. SEO results are long-term and algorithm-dependent. The Agency does not guarantee ranking on Google or any search engine. Penalties caused by Google updates, spam backlinks, or past SEO work are not the Agency’s responsibility.

42. Hosting Downtime & Data Loss

42.1 The Agency is not responsible for hosting downtime, server crashes, or data loss caused by hosting providers.

42.2 Any compensation claims related to downtime are strictly excluded.

43-46. Operational Terms

43. Training: Any training provided is basic guidance only. The Agency is not responsible for mistakes made by the Client after training.

44. Status: The Agency is not an employee, partner, or internal department of the Client.

45. Data Accuracy: The Client confirms all data shared is accurate and lawful. The Agency is not responsible for consequences arising from false or misleading data.

46. Payment Delay: Delayed payments may attract Work suspension, Removal of access, or Late fees. The Agency may withhold deliverables until full payment is received.

47-50. Restrictions & Conduct

47. IP Restriction: The Client shall not resell, redistribute, or reuse Agency assets for third-party projects without written consent. Violation shall attract legal action.

48. Content Removal: The Agency reserves the right to remove or disable services in case of non-payment or legal risk. Restoration shall occur only after dues are cleared.

49. No Threat-Based Negotiation: Emotional pressure, threats, or intimidation shall not affect contractual obligations and may result in immediate termination.

50. Public Communication: The Client shall not communicate with media, influencers, or third parties regarding disputes. All disputes must be resolved legally.

51-53. Continuity & Audit

51. The Agency is not obligated to continue services beyond the agreed term.

52. The Agency is not liable if deliverables are misused for illegal, unethical, or misleading purposes.

53. The Agency may internally audit project communication and approvals for dispute resolution.

55-58. Financial & Legal Safety

55. Bank Safety: The Agency shall not be asked to share bank statements, internal financial data, or payment logs beyond invoices.

56. Client Staff Misconduct: The Agency is not responsible for errors caused by the Client’s employees, interns, or vendors.

57. Jurisdiction Lock: The Client agrees not to initiate legal proceedings outside Gujarat jurisdiction.

58. Emergency Suspension: The Agency may suspend services immediately if Legal risk arises, Fraud is suspected, or Platform policies are violated. No refund shall apply.

59-60. Closing Provisions

59. Survivability: Clauses relating to payment, liability, indemnity, jurisdiction, and cyber protection shall survive termination.

60. Final Binding Supremacy: These Terms & Conditions override all prior discussions, chats, or assumptions. Client acceptance is final and irreversible upon payment or confirmation.