These Terms and Conditions ("Terms") constitute a legally binding agreement between AS Digital Technologies ("Company", "Agency", "we", "us", or "our") and you ("Client", "Customer", or "you"), governing your access to and use of our Website at www.asdigitaltechnologies.in and our digital marketing services.
By accessing our Website, submitting an inquiry, signing a Service Agreement, or engaging any of our services, you confirm that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must immediately cease using our Website and services.
1.1 Scope of Services: The specific services to be provided, deliverables, timelines, and pricing shall be detailed in a separate Service Proposal or Service Agreement signed by both parties. These Terms are incorporated by reference into any such agreement.
1.2 Service Commencement: Services will commence upon receipt of the agreed advance payment and execution of the Service Agreement, unless otherwise specified in writing.
1.3 Client Cooperation: The Client agrees to:
1.4 Service Modifications: Any material changes to the agreed scope of services must be documented in a written Change Order, signed by both parties. Additional fees may apply for scope changes.
1.5 Third-Party Platform Policies: The Agency shall carry out services in accordance with the current policies and guidelines of third-party platforms (Google, Meta, Instagram, etc.). The Agency is not liable for any ad account suspensions or policy violations caused by the Client's business, products, or content.
1.6 No Performance Guarantees: While the Agency will use commercially reasonable efforts to achieve the agreed campaign objectives, the Agency does not guarantee specific results including, but not limited to, specific rankings, lead volumes, ROAS, or revenue outcomes. Digital marketing results are influenced by multiple market, budget, and competitive factors beyond the Agency's control.
2.1 Fees: The Client agrees to pay the fees as specified in the Service Proposal or Agreement. All fees are quoted in Indian Rupees (INR) exclusive of applicable taxes (GST), unless stated otherwise.
2.2 Payment Schedule:
2.3 Late Payments: Payments not received within 7 days of the due date shall attract a late payment fee of 2% per month on the outstanding amount. The Agency reserves the right to pause or suspend services for accounts with overdue payments exceeding 15 days.
2.4 Ad Spend: Ad spend budgets for platforms such as Google Ads, Meta Ads, YouTube, etc., are separate from the Agency's management fees and shall be paid directly by the Client to the respective platform or pre-loaded as agreed. The Agency is not responsible for any ad budget overage without prior written authorization.
2.5 Taxes: All applicable Goods and Services Tax (GST) and other taxes shall be charged additionally as per the prevailing government rates. The Agency's GSTIN will be provided on all invoices.
2.6 Refund Policy: Due to the nature of digital marketing services, fees paid for work already commenced or delivered are non-refundable. Refunds, if applicable, shall be at the sole discretion of the Agency and only for services not yet initiated. Ad spend credited to third-party platforms cannot be refunded by the Agency.
2.7 Accepted Payment Methods: Bank Transfer (NEFT/RTGS/IMPS), UPI, Cheque (subject to clearance), and approved online payment gateways.
3.1 Client's Pre-Existing IP: The Client retains all rights to their pre-existing intellectual property, including their brand name, trademarks, logos, product images, and other materials provided to the Agency. The Client grants the Agency a limited, non-exclusive license to use such materials solely for the purpose of providing the agreed services.
3.2 Agency's Proprietary Assets: The Agency retains all intellectual property rights to its proprietary methodologies, frameworks, tools, processes, templates, and any pre-existing content or code owned by the Agency. These are not transferred to the Client under any circumstances.
3.3 Deliverables: Upon receipt of full payment, the Agency assigns to the Client all intellectual property rights in the specific custom deliverables created exclusively for the Client (such as custom ad creatives, website code, copy written specifically for the Client). This assignment excludes Agency tools, methodologies, third-party licensed assets, and stock media used in deliverables.
3.4 Portfolio Rights: The Agency reserves the right to display completed work as part of its portfolio, case studies, and promotional materials, unless the Client explicitly requests confidentiality in writing at the time of project commencement.
3.5 Third-Party Licenses: Where the Agency incorporates third-party licensed content (stock photos, fonts, plugins, etc.) into deliverables, the Client acknowledges that such use is subject to the applicable third-party license terms. The Agency will endeavor to use appropriately licensed materials.
4.1 Disclaimer of Warranties: The Agency's services are provided on an "as is" and "as available" basis. The Agency makes no warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, or non-infringement.
4.2 Cap on Liability: In no event shall the Agency's total aggregate liability to the Client for any claim arising out of or related to the services exceed the total amount of fees actually paid by the Client to the Agency in the three (3) months immediately preceding the event giving rise to the claim.
4.3 Exclusion of Consequential Damages: In no event shall the Agency be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including but not limited to loss of profits, loss of business, loss of data, loss of revenue, loss of goodwill, or loss of anticipated savings, even if the Agency has been advised of the possibility of such damages.
4.4 Force Majeure: The Agency shall not be held liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemics, government actions, platform outages (Google, Meta, etc.), internet failures, or changes in third-party platform algorithms or policies.
4.5 Client Content Responsibility: The Client is solely responsible for the accuracy, legality, and appropriateness of all content, products, services, and information they provide. The Client shall indemnify and hold the Agency harmless from any claims arising from the Client's business practices, products, services, or content.
5.1 Mutual Confidentiality: Both parties agree to keep confidential all non-public information disclosed by the other party in connection with the services ("Confidential Information") and to use such information solely for the purpose of performing their obligations under these Terms.
5.2 Exceptions: Confidential Information does not include information that: (a) is or becomes publicly available through no breach of this agreement; (b) was already known to the receiving party; (c) is independently developed without reference to Confidential Information; or (d) is required to be disclosed by law or court order.
5.3 Duration: Confidentiality obligations shall survive termination of the service relationship for a period of two (2) years.
6.1 Termination by Client: The Client may terminate monthly retainer services by providing thirty (30) days' written notice prior to the next billing cycle. Fees for the notice period remain payable. For project-based work, termination after commencement will result in charges for all work completed up to the termination date.
6.2 Termination by Agency: The Agency reserves the right to terminate services immediately and without penalty in the following circumstances:
6.3 Effect of Termination: Upon termination, the Agency will provide the Client with all paid-for deliverables completed to date and transfer all relevant campaign data and access credentials. The Client shall remain responsible for all fees accrued prior to the termination date.
6.4 Wind-Down Period: Following notice of termination, the Agency will undertake a smooth handover over a maximum of 15 business days, including transfer of ad accounts, analytics access, and project files.
During the term of the service agreement and for a period of twelve (12) months following its termination, the Client agrees not to directly or indirectly solicit, hire, engage, or contract with any employee, contractor, or consultant of the Agency who was involved in providing services to the Client, without the Agency's prior written consent.
By accessing our Website, you agree not to:
The Agency reserves the right to restrict access to the Website for any user who violates these terms.
The Agency reserves the right to modify these Terms at any time. Updated Terms will be posted on our Website with a revised "Last Updated" date. Continued use of our services after such changes constitutes your acceptance of the revised Terms. The Agency also reserves the right to modify, suspend, or discontinue any service at any time with reasonable notice to affected Clients.
10.1 Governing Law: These Terms and any dispute arising out of or related to them shall be governed by and construed in accordance with the laws of India, specifically applicable to the State of Maharashtra.
10.2 Jurisdiction: Both parties irrevocably submit to the exclusive jurisdiction of the courts in Mumbai, Maharashtra, India, for the resolution of any dispute arising from these Terms or the services provided.
10.3 Dispute Resolution Process:
11.1 Entire Agreement: These Terms, together with any Service Agreement or Proposal signed by both parties, constitute the entire agreement between the parties and supersede all prior negotiations, representations, and agreements relating to the subject matter herein.
11.2 Severability: If any provision of these Terms is found to be invalid, illegal, or unenforceable by a competent court, such provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.
11.3 Waiver: The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver must be made in writing and signed by an authorized representative.
11.4 Assignment: The Client may not assign or transfer any rights or obligations under these Terms without the Agency's prior written consent. The Agency may assign its obligations to a qualified successor or affiliate.
11.5 Notices: All formal notices under these Terms shall be in writing and sent to the addresses specified in the Service Agreement, or to connect@asdigitaltechnologies.in.
For any questions regarding these Terms and Conditions, please contact us:
Business Hours
Mon–Sat: 9:00 AM – 7:00 PM
Sun: 10:00 AM – 2:00 PM