Terms & Conditions
Please read these Terms and Conditions ("Terms") carefully before engaging the services of Souvnear Global Private Limited, a company incorporated under the Companies Act, 2013, with its registered office in Chandigarh, India ("Company", "we", "us", or "our"). By accessing our website or entering into a service engagement with us, you ("Client" or "you") agree to be bound by these Terms.
1. Services
The Company provides advertising consulting, marketing strategy, performance media management, funnel optimisation, affiliate network management, and related digital marketing services (collectively, "Services") as agreed in a separate Statement of Work ("SOW") or engagement letter executed between the parties.
All Services are bespoke and subject to individual scope, deliverables, timelines, and fees set out in the applicable SOW. Nothing on this website constitutes a binding offer of services.
2. Engagement & Payment
2.1 Fees
Fees for Services are as specified in the SOW. Unless otherwise agreed, all fees are quoted in Indian Rupees (INR) exclusive of Goods and Services Tax (GST) and any other applicable statutory levies, which shall be charged additionally at the prevailing rate.
2.2 Invoicing
Invoices are raised as per the payment schedule in the SOW. Payment is due within fifteen (15) days of the invoice date unless otherwise stated in the SOW.
2.3 Late Payment
Amounts unpaid after the due date shall attract interest at the rate of eighteen percent (18%) per annum, or the maximum rate permitted by law, whichever is lower, calculated from the due date until the date of actual payment.
2.4 Expenses
Third-party advertising spend, platform fees, and pre-approved out-of-pocket expenses are billed at cost and are separate from the Company's professional fees.
3. Client Obligations
You agree to:
- Provide timely access to accounts, assets, data, and approvals reasonably required to perform the Services;
- Ensure all materials, trademarks, and content provided to us are lawful, accurate, and do not infringe third-party rights;
- Nominate an authorised representative with sufficient authority to provide instructions and approvals;
- Comply with all applicable laws, including those governing advertising and consumer protection.
4. Intellectual Property
4.1 Client Materials
You retain all rights in materials, data, trademarks, and content you provide to us. You grant the Company a limited, non-exclusive licence to use such materials solely for the purpose of delivering the Services.
4.2 Deliverables
Upon full payment of all amounts due, the Company assigns to you all intellectual property rights in the agreed deliverables specified in the SOW. Strategy frameworks, methodologies, templates, tools, and know-how developed by or proprietary to the Company remain the Company's property.
4.3 Portfolio
Unless you expressly object in writing, the Company may reference your brand name and results (in aggregate, anonymised form only) for its own marketing and case-study purposes.
5. Confidentiality
Each party agrees to keep the other's Confidential Information strictly confidential and not to disclose it to any third party without prior written consent, except as required by law or regulation. This obligation survives termination of the engagement for a period of three (3) years. "Confidential Information" means all non-public information disclosed by one party to the other in connection with the Services.
The Company may make non-disclosure agreements (NDAs) available on request prior to commencement of any formal engagement discussion.
6. Limitation of Liability
To the maximum extent permitted by applicable law:
- The Company's aggregate liability to you for any claims arising out of or in connection with these Terms or the Services shall not exceed the total fees paid by you to the Company in the three (3) months immediately preceding the event giving rise to the claim;
- The Company shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, revenue, data, or business opportunity, even if advised of the possibility of such damages;
- The Company does not guarantee specific advertising results, return on ad spend (ROAS), revenue outcomes, or platform performance, which are subject to market conditions and platform algorithms outside the Company's control.
7. Warranties & Disclaimers
The Company warrants that the Services will be performed with reasonable skill, care, and diligence in accordance with industry standards. All other warranties, express or implied, including warranties of merchantability and fitness for a particular purpose, are disclaimed to the fullest extent permitted by law.
This website and any information on it are provided "as is" without warranties of any kind.
8. Termination
8.1 For Convenience
Either party may terminate an engagement by providing thirty (30) days' written notice, unless a different notice period is specified in the SOW. You remain liable for fees for Services performed up to the termination date, plus any non-cancellable third-party costs committed on your behalf.
8.2 For Cause
Either party may terminate immediately upon written notice if the other party materially breaches these Terms or the SOW and fails to remedy the breach within fifteen (15) days of receiving written notice of the breach.
9. Force Majeure
Neither party shall be liable for delays or failure in performance resulting from causes beyond its reasonable control, including acts of God, government action, pandemic, internet or platform outages, or other force majeure events, provided the affected party notifies the other promptly and uses reasonable efforts to mitigate the impact.
10. Governing Law & Dispute Resolution
These Terms are governed by and construed in accordance with the laws of India, including the Information Technology Act, 2000, and applicable rules thereunder.
Any dispute arising out of or relating to these Terms or the Services shall first be attempted to be resolved through good-faith negotiation. If not resolved within thirty (30) days, the dispute shall be referred to binding arbitration under the Arbitration and Conciliation Act, 1996 (as amended), with a sole arbitrator mutually appointed by the parties. The seat and venue of arbitration shall be Chandigarh, India. The language of arbitration shall be English.
Courts in Chandigarh, India shall have exclusive jurisdiction over matters not subject to arbitration.
11. Amendments
The Company reserves the right to amend these Terms at any time. The revised Terms will be posted on this page with an updated effective date. Continued use of our Services after such changes constitutes acceptance of the revised Terms.
12. Severability
If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
13. Entire Agreement
These Terms, together with any applicable SOW and NDA, constitute the entire agreement between the parties with respect to the Services and supersede all prior representations, negotiations, or agreements.
14. Contact
For questions regarding these Terms, please contact:
Souvnear Global Private Limited
Chandigarh, India
Email: legal@souvnear.com