1. Acceptance of Terms

These Terms and Conditions ("Terms") govern your use of the Mind Your Ads website at www.mindyourads.com and your engagement with any services provided by Mind Your Ads ("we", "us", "our"). By accessing our website, requesting a proposal, or making any payment, you confirm that you have read, understood, and agree to be bound by these Terms in full.

If you do not agree to these Terms, you must not use our website or engage our services. We reserve the right to update these Terms at any time; continued use of our services following any update constitutes acceptance of the revised Terms.

2. Services We Provide

Mind Your Ads offers digital marketing services including, but not limited to: Search Engine Optimisation (SEO), Pay-Per-Click (PPC) advertising, Social Media Marketing, Website Design & Development, App Development, Influencer Marketing, Content Writing, and Digital Strategy Consulting.

The specific scope of work, deliverables, timelines, and fees for each engagement are set out in a written proposal or Statement of Work ("SOW") agreed upon between both parties. These Terms apply to all such engagements unless explicitly superseded in writing by a separate client agreement.

• All services are subject to availability and our internal capacity at the time of engagement.
• We reserve the right to subcontract or assign portions of the work to qualified partners or contractors, while maintaining overall responsibility for deliverables.
• Results from digital marketing services (rankings, reach, leads, ROI) are not guaranteed; we commit to applying best-practice methodologies and transparent reporting.

3. Payment Terms

All fees are quoted in Indian Rupees (INR) unless otherwise stated. Payment terms are specified in your proposal or invoice and must be adhered to in order to maintain continuity of services.

• Advance payment: Most services require an advance payment of 50–100% before work commences, as stated in the relevant proposal.
• Retainer services: Monthly retainer fees are due on or before the 1st of each billing month. A grace period of 5 business days applies before services are paused.
• Late payments: Invoices unpaid beyond the agreed due date may attract a late fee of 2% per month on the outstanding balance. We reserve the right to pause or suspend all active services until overdue amounts are settled.
• Third-party costs: Any costs incurred with third parties on your behalf (ad spend, domain/hosting fees, software licences) are billed separately and are non-refundable. See our Refund Policy for full details.
• Taxes: All fees are exclusive of applicable taxes (including GST). Tax will be added to invoices as required under Indian tax law.

4. Intellectual Property

Upon receipt of full payment for a completed deliverable, all intellectual property rights in that specific deliverable transfer to the client. Until full payment is received, all work product remains the exclusive property of Mind Your Ads.

The following items remain the sole property of Mind Your Ads at all times and are not transferred to the client under any circumstance:

• Internal tools, templates, frameworks, processes, and methodologies
• Proprietary software, scripts, or automation systems developed independently of the client's project
• Pre-existing creative assets, design libraries, or code libraries owned by us prior to engagement
• Agency credentials, dashboards, account access, and reporting infrastructure

You grant Mind Your Ads a non-exclusive licence to use your brand assets, logos, copy, and supplied materials solely for the purpose of delivering the agreed services. We will not use your brand in any public-facing capacity (e.g., case studies or portfolio) without your prior written consent.

5. Client Responsibilities

A successful engagement requires timely cooperation from your side. You agree to:

• Provide accurate, complete, and up-to-date information required for the services, including brand guidelines, access credentials, product/service details, and marketing objectives.
• Respond to requests for feedback, approvals, or content within the timelines agreed in the SOW. Delays caused by late client responses may affect delivery timelines and are not the responsibility of Mind Your Ads.
• Ensure that all materials supplied to us (images, copy, data, third-party content) are legally owned by you or properly licenced, and do not infringe any third party's intellectual property, privacy, or other rights.
• Maintain the security of any login credentials or access permissions shared with you or your team. Notify us immediately of any suspected unauthorised access.
• Comply with all applicable laws, platform policies (Google, Meta, etc.), and regulatory requirements in relation to your business, products, and marketing activities.

6. Confidentiality

Both parties agree to keep confidential any proprietary or sensitive information disclosed in the course of the engagement ("Confidential Information"), including but not limited to: business strategies, financial data, pricing, client lists, technical systems, and unpublished creative work.

• Neither party will disclose Confidential Information to any third party without prior written consent, except where required by law or a regulatory authority.
• Both parties will use Confidential Information solely for the purposes of the engagement and will take reasonable measures to protect it from unauthorised access.
• Confidentiality obligations survive the termination of the engagement for a period of 2 years.
• Information that is publicly available, independently developed, or received from a third party without restriction is not subject to these obligations.

7. Limitation of Liability

To the maximum extent permitted by applicable law, Mind Your Ads's total liability to you for any claims arising out of or in connection with these Terms or the services provided shall not exceed the total fees paid by you to Mind Your Ads in the three (3) months immediately preceding the event giving rise to the claim.

Mind Your Ads shall not be liable for any of the following, whether arising in contract, tort, or otherwise:

• Loss of profits, revenue, or anticipated savings
• Loss of business, contracts, or opportunities
• Loss of goodwill or reputation
• Indirect, incidental, special, or consequential damages of any kind
• Platform outages, algorithm changes, or policy updates by Google, Meta, or any other third-party platform
• Data loss or corruption caused by third-party systems, hosting providers, or force majeure events

Nothing in these Terms excludes or limits liability for death or personal injury caused by our negligence, fraud, or any other liability that cannot be excluded under applicable law.

8. Indemnification

You agree to indemnify, defend, and hold harmless Mind Your Ads and its directors, employees, contractors, and agents from and against any and all claims, losses, damages, liabilities, costs, and expenses (including reasonable legal fees) arising from:

• Your breach of these Terms or any applicable law or regulation
• Your infringement of any third party's intellectual property, privacy, or other rights
• Any materials or information you supply to us that are inaccurate, misleading, or unlawful
• Your misuse of any deliverable, platform account, or service we have provided
• Any claim by a third party arising from your business activities or marketing practices

9. Termination

Either party may terminate an ongoing engagement by providing 30 days' written notice via email, unless the proposal or SOW specifies a different notice period.

Mind Your Ads reserves the right to terminate any engagement immediately and without prior notice if:

• You fail to make payment within the agreed timeframe and do not remedy the default within 7 days of written notice
• You breach any material term of these Terms or the applicable SOW
• You engage in conduct that is abusive, threatening, or discriminatory toward our team
• Continuing the engagement would require us to violate any applicable law, platform policy, or professional standard

Upon termination, you will be invoiced for all work completed up to the effective date. All fees for completed work remain payable and are non-refundable. Fees paid for work not yet commenced may be subject to refund under our Refund Policy.

10. Governing Law & Dispute Resolution

These Terms are governed by and construed in accordance with the laws of India. Any disputes arising under or in connection with these Terms shall first be attempted to be resolved amicably through good-faith negotiation between the parties.

If a dispute cannot be resolved through negotiation within 30 days of written notice by either party, it shall be referred to binding arbitration in accordance with the Arbitration and Conciliation Act, 1996 (India). The seat of arbitration shall be New Delhi, India. The language of arbitration shall be English.

Nothing in this clause prevents either party from seeking urgent interim or injunctive relief from a competent court to protect their rights pending resolution of a dispute.

11. Changes to These Terms

We reserve the right to update or modify these Terms at any time. The revised Terms will be posted on this page with an updated effective date. Where changes are material, we will make reasonable efforts to notify active clients by email.

Your continued use of our website or services after the effective date of any revision constitutes your acceptance of the updated Terms. We encourage you to review this page periodically.

12. Contact Us

If you have any questions about these Terms and Conditions, wish to raise a concern, or need clarification before engaging our services, please reach out through any of the channels below.