Terms & Conditions

1 Acceptance of Terms

By accessing, browsing, or using the services provided by AGA Agency (hereinafter referred to as "the Agency", "we", "us", or "our"), you acknowledge that you have read, understood, and agree to be bound by these Terms & Conditions.

If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms. If you do not have such authority, or if you do not agree with these Terms, you must not accept these Terms and may not use our services.

2 Services Description

AGA Agency provides professional digital marketing services including but not limited to:

• Search Engine Optimization (SEO): On-page optimization, technical SEO, local SEO, content optimization, and link building services.
• Social Media Marketing: Social media strategy, content creation, community management, and paid social advertising.
• Pay-Per-Click Advertising: Google Ads management, Facebook/Instagram advertising, and remarketing campaigns.
• Content Marketing: Content strategy, blog writing, email marketing, and content distribution.
• Website Development & Optimization: Website design, development, speed optimization, and conversion rate optimization.
• Analytics & Reporting: Performance tracking, Google Analytics setup, and monthly reporting.

Specific services will be outlined in a separate Service Agreement or Statement of Work (SOW) that will detail the scope, deliverables, timeline, and fees for the particular engagement.

3 Payment Terms

Our payment terms are as follows:

3.1 Late Payments

Payments not received within the specified due date will be subject to:

• A late fee of 1.5% per month (18% annually) on the outstanding balance
• Suspension of services until payment is received
• Potential termination of services if payment is delayed by more than 30 days

3.2 Refund Policy

Due to the custom nature of our services, we do not offer refunds for work already completed. However, if you are unsatisfied with our services, please contact us immediately to discuss resolution options.

4 Client Responsibilities

To ensure successful delivery of our services, clients agree to:

• Provide timely access to necessary accounts, websites, and data required for service delivery
• Respond to requests for information, feedback, or approvals within 48 hours during business days
• Provide accurate and complete information about their business, target audience, and goals
• Maintain ownership and control of all accounts, websites, and social media profiles
• Adhere to all applicable laws, regulations, and platform policies
• Not engage in any unethical or black-hat marketing practices

5 Confidentiality

Both parties agree to maintain the confidentiality of proprietary information received from the other party during the term of this agreement and for a period of three (3) years thereafter.

5.1 Confidential Information Includes:

• Business plans, strategies, and financial information
• Customer lists and contact information
• Proprietary technology, processes, and methodologies
• Marketing strategies and campaign data
• Any information marked as "Confidential" or that reasonably should be understood to be confidential

5.2 Exclusions:

Confidential information does not include information that:

• Was publicly known at the time of disclosure
• Becomes publicly known through no fault of the receiving party
• Was rightfully in the possession of the receiving party prior to disclosure
• Is independently developed without reference to the confidential information
• Is required to be disclosed by law or court order

6 Intellectual Property Rights

6.1 Agency Materials

All pre-existing materials, methodologies, tools, and intellectual property owned by AGA Agency prior to this engagement remain the exclusive property of AGA Agency.

6.2 Client Materials

All materials provided by the client, including logos, brand assets, and proprietary information, remain the exclusive property of the client.

6.3 Deliverables

Upon full payment of all fees, the client receives a non-exclusive, perpetual license to use the deliverables created specifically for them. However, AGA Agency retains the right to:

• Showcase the work in our portfolio and marketing materials
• Use anonymized data and results for case studies and reporting
• Reuse methodologies and techniques developed during the engagement

7 Termination

7.1 Termination by Client

Clients may terminate services with 30 days written notice. Upon termination:

• All unpaid fees for work completed become immediately due
• Any prepaid fees for future services will be refunded pro-rata
• We will provide a transition package including access to accounts and deliverables

7.2 Termination by Agency

AGA Agency may terminate services immediately if:

• The client fails to make payments within 30 days of the due date
• The client engages in unethical or illegal marketing practices
• The client breaches any material term of this agreement
• Mutual agreement is reached to terminate the engagement

7.3 Post-Termination

Upon termination, the client must immediately pay all outstanding fees. We will provide a reasonable transition period to transfer account access and deliverables.

8 Liability & Indemnification

8.1 Limitation of Liability

In no event shall AGA Agency be liable for any indirect, incidental, special, consequential, or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from:

• Your access to or use of or inability to access or use our services
• Any conduct or content of any third party on our services
• Any content obtained from our services
• Unauthorized access, use, or alteration of your transmissions or content

Our total liability for any claims under these Terms shall not exceed the total amount paid by you to AGA Agency in the six (6) months preceding the claim.

8.2 Indemnification

You agree to defend, indemnify, and hold harmless AGA Agency and its employees, contractors, agents, officers, and directors from any and all claims, damages, obligations, losses, liabilities, costs, or debt, and expenses arising from:

• Your use of and access to our services
• Your violation of any term of these Terms
• Your violation of any third-party right, including any copyright, property, or privacy right
• Any claim that your content caused damage to a third party

9 Governing Law & Dispute Resolution

9.1 Governing Law

These Terms shall be governed and construed in accordance with the laws of India, without regard to its conflict of law provisions.

9.2 Dispute Resolution

Any disputes arising out of or relating to these Terms or our services shall be resolved as follows:

1. Negotiation: Parties shall first attempt to resolve the dispute through good faith negotiation.
2. Mediation: If negotiation fails, parties shall attempt to resolve the dispute through mediation with a mutually agreed mediator.
3. Arbitration: If mediation fails, the dispute shall be resolved by binding arbitration in accordance with the Arbitration and Conciliation Act, 1996.
4. Court Proceedings: If arbitration fails or is not pursued, the courts in Mumbai, India shall have exclusive jurisdiction.

10 Changes to Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least 30 days notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our services after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you must stop using our services.