These Terms and Conditions ("Terms") constitute a legally binding agreement between Digivance Solutions ("Company," "we," "our," "us") and you ("Client," "you," "your") governing your access to and use of our website located at www.digivancesolutions.com and all associated digital marketing and web development services. By accessing our website or engaging our services, you confirm that you have read, understood, and agreed to these Terms in full.
1. Acceptance of Terms
By accessing this website, submitting an enquiry, or entering into a service agreement with us, you agree to be bound by these Terms. If you are accepting on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms. If you do not agree to these Terms, do not use our website or services.
2. Services Provided
Digivance Solutions provides the following categories of digital services:
- Website Design, Development, and Maintenance (Custom, WordPress, Shopify)
- Search Engine Optimisation (SEO) and Generative Engine Optimisation (GEO)
- Paid Media Management (Google Ads, Meta Ads, Amazon, TikTok, LinkedIn)
- Organic Social Media Management
- Content Marketing and Email Marketing
- WhatsApp Business API Setup and Management
- Analytics Setup and Reporting (Google Analytics 4, Adobe Analytics)
- Digital PR and Affiliate Marketing
- REIT Digital Marketing Services
The specific scope, deliverables, timeline, and pricing for each engagement will be detailed in a separate written Statement of Work (SOW) or Service Agreement signed by both parties. In the event of any conflict between these Terms and a signed SOW, the SOW shall prevail with respect to the specific engagement.
3. Client Responsibilities
To enable us to deliver services effectively, you agree to:
- Provide accurate, complete, and timely information, materials, and approvals required for project completion.
- Ensure that all content, images, logos, and other materials you provide are owned by you or that you have the necessary rights and permissions to use them.
- Designate a primary point of contact with authority to make decisions relating to the project.
- Grant us necessary access to third-party platforms (e.g., Google Search Console, ad accounts, CMS) needed to perform the agreed services.
- Review and provide feedback on deliverables within the timelines specified in the SOW. Unreasonable delays may result in revised delivery dates or additional costs.
- Pay all invoices in accordance with the payment terms set out below.
4. Payment Terms
- Project Work: Unless otherwise agreed in writing, a deposit of 50% of the total project fee is due prior to commencement of work. The remaining balance is due upon project completion and prior to final delivery of assets.
- Retainer Services: Monthly retainer fees are invoiced in advance on the 1st of each month and are due within 7 business days of the invoice date.
- Ad Spend: Any advertising spend managed by us on client platforms is separate from our management fees. Clients must maintain sufficient budget in their ad accounts or pre-fund campaigns as agreed.
- Late Payments: Invoices not paid within the due date will incur a late payment fee of 2% per month on the outstanding balance. We reserve the right to suspend services for accounts overdue by more than 14 days.
- Taxes: All fees are exclusive of applicable GST or other taxes unless expressly stated otherwise.
5. Intellectual Property Rights
a) Client-Provided Materials
You retain full ownership of all materials, content, trademarks, and data you provide to us. You grant us a limited, non-exclusive licence to use such materials solely for the purpose of delivering the agreed services.
b) Work Product
Upon receipt of full payment, we assign to you all intellectual property rights in the custom deliverables created specifically for your project (e.g., custom website code, bespoke design assets). This assignment excludes:
- Our pre-existing tools, frameworks, templates, and methodologies.
- Third-party software, plugins, or libraries used in the project (subject to their respective licences).
- Generic creative or strategic frameworks developed during the engagement.
c) Portfolio Use
Unless you request otherwise in writing, we reserve the right to display completed work in our portfolio, case studies, and marketing materials.
6. Confidentiality
Both parties agree to keep confidential any non-public information disclosed during the course of the engagement, including business strategies, financial data, technical specifications, customer data, and proprietary processes ("Confidential Information"). Neither party shall disclose the other's Confidential Information to third parties without prior written consent, except where required by law. This obligation survives the termination of any service agreement for a period of three (3) years.
7. Warranties & Disclaimers
We warrant that:
- We have the right and authority to enter into service agreements with you.
- We will perform services with reasonable skill and care, consistent with industry standards.
- Delivered websites will function as specified for 30 days following launch (standard warranty period).
We do not warrant that:
- Specific SEO rankings, traffic levels, conversion rates, or revenue outcomes will be achieved. Digital marketing results depend on many external factors outside our control, including algorithm changes and competitive activity.
- Our website or services will be available without interruption or error at all times.
- Third-party platforms (Google, Meta, Amazon, etc.) will not change their policies, algorithms, or ad formats in ways that affect campaign performance.
8. Limitation of Liability
To the maximum extent permitted by applicable law, Digivance Solutions's total aggregate liability to you for any claim arising out of or relating to these Terms or any service agreement — whether in contract, tort, or otherwise — shall not exceed the total fees paid by you to us in the three (3) months immediately preceding the event giving rise to the claim.
In no event shall we be liable for:
- Loss of profits, revenue, or business opportunities.
- Loss of data or corruption of data.
- Indirect, incidental, consequential, special, or punitive damages.
- Losses arising from third-party platform changes (Google algorithm updates, policy changes, etc.).
9. Indemnification
You agree to indemnify, defend, and hold harmless Digivance Solutions, its directors, employees, and contractors from any claims, damages, losses, liabilities, and expenses (including reasonable legal fees) arising from: (a) your breach of these Terms; (b) content or materials you provide to us that infringe third-party rights; (c) your use of our services in violation of applicable law; or (d) your negligent or wrongful conduct.
10. Termination
- For Convenience: Either party may terminate ongoing retainer services with 30 days' written notice. Project-based agreements may only be terminated for cause (material breach uncured within 14 days of notice).
- For Cause: We may immediately suspend or terminate services if you fail to pay any undisputed invoice within 14 days of its due date, breach any material term of these Terms, or engage in conduct that is unlawful or harmful to our business or reputation.
- Effect of Termination: Upon termination, all work completed to the date of termination shall be invoiced and immediately due. Work in progress at the time of termination remains our property until all outstanding fees are paid.
11. Governing Law
These Terms shall be governed by and construed in accordance with the laws of India. Any dispute arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts located in Ahmedabad, Gujarat, India. Before initiating formal legal proceedings, both parties agree to attempt resolution through good-faith negotiations for a period of 30 days.
12. Changes to Terms
We reserve the right to update these Terms at any time. Material changes will be communicated via email or a prominent notice on our website at least 14 days before taking effect. Your continued use of our website or services after the effective date of any update constitutes your acceptance of the revised Terms.
13. Contact Information
For questions or concerns regarding these Terms, please contact us: