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Terms & Conditions

Welcome to *DigiSkala Marketing Agency* (“Company”, “we”, “us”, or “our”). These Terms & Conditions (“Terms”) govern the use of our *Digital Marketing, SEO, SMO, Website Development, and E-commerce Management Services*, as well as access to our website and related offerings.

By engaging our services, signing a proposal, or making any payment, you agree to be legally bound by these Terms.

1. Definitions

*Client”* refers to any individual, company, or business entity that engages the Company for services.
*Services”* include digital marketing, SEO, SMO, paid advertising, website design and development, e-commerce account management, marketplace services, consulting, and related activities.
*Marketplace”* refers to third-party platforms including but not limited to Amazon, Flipkart, Myntra, Meesho, Shopify, WooCommerce, or similar platforms.
*Agreement”* refers to the proposal, service contract, scope document, or engagement letter agreed between the Client and the Company.

2. Scope of Services

DigiSkala Marketing Agency provides services including but not limited to:

Digital Marketing & Growth Services

* Search Engine Optimization (SEO)
* Social Media Optimization (SMO) & Social Media Management
* Paid advertising (Google Ads, Meta Ads, marketplace ads)
* Content strategy and performance reporting

Website & Technology Services

* Website design and development
* Landing pages, UI/UX improvements
* Website maintenance and optimization
* CMS and e-commerce platform development

E-commerce & Marketplace Services

* Marketplace onboarding and account setup
* Product catalog creation and optimization
* Listing SEO and keyword optimization
* Advertising and campaign management
* Order, inventory, and account health management
* Performance analytics and reporting

The exact scope, deliverables, timelines, and pricing shall be defined *only in the individual Agreement*. Any service not explicitly listed is excluded.

3. Client Responsibilities

The Client agrees to:

* Provide accurate, complete, and lawful business and product information
* Ensure products, services, and content comply with applicable laws and platform policies
* Provide timely approvals, inputs, and access credentials
* Maintain sufficient inventory and operational readiness
* Pay all fees as per agreed timelines
* Comply with marketplace terms, advertising policies, and applicable regulations
* Refrain from fraudulent, misleading, or prohibited activities

Delays caused by the Client may impact timelines and outcomes and shall not constitute a breach by the Company.

4. Account Access & Security

To deliver services, the Client may grant access to accounts, platforms, or systems. The Client acknowledges that:

* They are authorized to grant such access
* The Company will use access solely for service delivery
* The Client remains fully responsible for account security
* Any loss due to compromised credentials, third-party breaches, or Client negligence is not the Company’s liability

5. Fees & Payment Terms

* Fees are defined in the Agreement and are payable in advance unless stated otherwise
* All payments are *non-refundable*, except as expressly stated in writing
* Late payments may attract interest up to *1.5% per month* or the maximum permitted by law
* Services may be suspended if payment is overdue beyond 15 days
* All fees are exclusive of GST or applicable taxes
* The Company does not guarantee performance-based outcomes unless contractually specified

6. Intellectual Property

* All tools, frameworks, strategies, templates, methodologies, and processes remain the Company’s intellectual property
* Website code, creatives, or content developed shall transfer to the Client *only after full payment*, unless otherwise agreed
* The Client grants the Company a limited license to use brand assets solely for service delivery
* The Company may use anonymized results or case studies for marketing purposes
* Unauthorized reuse, resale, or duplication of Company materials is prohibited

7. Confidentiality

Both parties agree to maintain confidentiality of proprietary information, including but not limited to:

* Business data, strategies, pricing, and analytics
* Customer and sales data
* Login credentials and access details
* Marketing and advertising strategies

Confidentiality obligations survive termination for *3 years*.

8. Limitation of Liability

To the maximum extent permitted by law:

* The Company’s total liability is limited to fees paid in the *preceding 3 months*
* The Company is not liable for indirect, incidental, or consequential damages
* No liability for platform algorithm changes, suspensions, or policy updates
* No guarantee of rankings, sales, leads, or revenue
* No liability for third-party platforms, tools, or service providers

9. Indemnification

The Client agrees to indemnify and hold harmless the Company from any claims arising from:

* Violation of laws, regulations, or platform policies
* Product defects, false claims, or IP infringement
* Misuse of advertising content or brand assets
* Breach of these Terms or the Agreement

10. Term & Termination

* The service term is defined in the Agreement
* Either party may terminate with *30 days’ written notice* after the initial term
* Immediate termination may occur for non-payment, breach, or unlawful conduct
* All outstanding dues become immediately payable upon termination
* Transition or handover support may be provided at additional cost

Confidentiality, indemnity, and payment obligations survive termination.

11. Dispute Resolution

* Disputes shall first be resolved through good-faith negotiation
* If unresolved within 30 days, disputes shall proceed to mediation
* Failing mediation, disputes shall be resolved by *binding arbitration*
* Seat and venue: *New Delhi, India*
* Language: English
* The prevailing party may recover reasonable legal costs

12. Governing Law & Jurisdiction

These Terms are governed by the laws of *India. Courts in **New Delhi, India* shall have exclusive jurisdiction.

13. Modifications

The Company may modify these Terms at any time. Continued use of services constitutes acceptance of updated Terms. Material changes may be communicated via email or website notice.

14. Severability

If any provision is held unenforceable, the remaining provisions shall remain valid and enforceable.

15. Entire Agreement

These Terms, together with the individual Agreement, constitute the entire understanding between the parties and supersede all prior communications.

16. Contact Information

For questions regarding these Terms:

*Email:* info@digiskala.com