Terms & Conditions

1. Introduction & Acceptance

These Terms and Conditions ("Terms") govern your use of the website softgenix.info ("Website") and the services provided by Softgenix ("we", "our", "us"), a company registered under the laws of India with its registered office in Mumbai, Maharashtra.

By accessing our Website, submitting inquiry forms, or engaging our services, you agree to be bound by these Terms and our Privacy Policy. If you do not agree, please do not use our services.

These Terms constitute a legally binding agreement under the Indian Contract Act, 1872 and the Information Technology Act, 2000, along with rules made thereunder, including the IT (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021.

2. Definitions

• "Client", "You", "User": Any individual or entity using our Website or engaging our services.
• "Services": Performance marketing services including e-commerce advertising, email marketing, Google marketing, and lead generation as offered by Softgenix.
• "Agreement": Any signed service proposal, statement of work (SOW), or engagement contract between you and Softgenix.
• "Intellectual Property": All copyrights, trademarks, patents, designs, and know-how owned by either party.

3. Eligibility

To use our services, you must:

• Be at least 18 years of age as per the Indian Contract Act, 1872
• Be competent to enter into a contract (not disqualified by law)
• If acting on behalf of a business entity, have proper authorization
• Provide accurate and truthful information during registration and engagement

We reserve the right to refuse service to anyone at our sole discretion, particularly where engagement may violate Indian laws.

4. Description of Services

Softgenix provides the following performance marketing services:

• E-commerce Advertising: Campaign management on Meta, Google, Instagram, and other platforms
• Email Marketing: Klaviyo and automation platform management, campaign design, and strategy
• Google Marketing: Search, Display, YouTube, and Performance Max campaigns
• Lead Generation: Multi-channel campaigns with CRM integration

Specific deliverables, timelines, and performance KPIs will be defined in a separate Service Agreement or SOW signed by both parties. Nothing on this Website constitutes a guarantee of specific results, as marketing performance depends on multiple external factors.

5. Payment Terms

• Currency: All fees are quoted and payable in Indian Rupees (₹) unless otherwise agreed.
• GST: All fees are exclusive of Goods and Services Tax (GST). Applicable GST (currently 18%) will be charged additionally and reflected on tax invoices.
• Invoicing: Invoices are raised as per the agreed billing cycle (monthly/quarterly) and are payable within 7 days from the date of invoice.
• Payment Methods: NEFT, RTGS, IMPS, UPI, and online payment gateways. International clients may pay via wire transfer.
• Late Payments: Late payments will attract interest at 18% per annum, calculated daily.
• Suspension: We reserve the right to suspend services for non-payment exceeding 15 days from invoice date.
• TDS: Tax Deducted at Source (TDS) shall be deducted as per Indian Income Tax Act and TDS certificates issued within prescribed timelines.

6. Client Obligations

You agree to:

• Provide timely access to necessary assets (logos, product images, ad accounts, analytics access)
• Provide accurate business information and disclosures required for campaign setup
• Approve creatives, copy, and campaigns within agreed timelines
• Maintain active billing with third-party platforms (Meta, Google, etc.)
• Ensure your business and offerings comply with all applicable Indian laws
• Not use our services for any unlawful, fraudulent, or deceptive purposes
• Comply with platform policies of advertising channels used

7. Intellectual Property Rights

• Your IP: You retain all rights to your trademarks, logos, and business assets. You grant us a limited, revocable license to use these solely for performing the Services.
• Our IP: Softgenix retains all rights to our methodologies, frameworks, templates, pre-existing tools, and proprietary processes used in delivering the Services.
• Deliverables: Upon full payment, you will own the final creative assets and campaigns specifically developed for you, subject to any third-party licenses.
• Portfolio Use: Unless explicitly opted out in writing, you grant us permission to feature your business name and non-confidential results in our portfolio and case studies.

8. Prohibited Activities

In compliance with the IT Act, 2000, you shall NOT use our services to:

• Promote illegal, fraudulent, or misleading products/services
• Engage in phishing, spam, or harassment (per Sections 66D, 67)
• Distribute malware, viruses, or malicious code
• Infringe third-party intellectual property rights
• Promote hate speech, obscenity, or content prohibited under Indian law
• Promote banned products including certain pharmaceuticals, tobacco, gambling (where illegal), or adult content
• Circumvent advertising platform policies

Violation will result in immediate service termination without refund and potential reporting to authorities.

9. Disclaimer of Warranties

Our services are provided on an "as is" and "as available" basis. While we use commercially reasonable efforts to deliver quality services, Softgenix makes no warranties, express or implied, including but not limited to:

• Specific performance guarantees or revenue outcomes
• Uninterrupted, timely, or error-free service delivery
• Results from third-party platform algorithm changes
• Actions taken by advertising platforms (ad rejections, account suspensions)

Marketing performance depends on multiple external factors including market conditions, platform algorithms, consumer behavior, and product-market fit.

10. Limitation of Liability

To the maximum extent permitted by Indian law:

• Softgenix shall not be liable for any indirect, incidental, consequential, special, or punitive damages arising out of the Services.
• Our total aggregate liability for any claim shall not exceed the total fees paid by you in the three (3) months preceding the event giving rise to the claim.
• We are not liable for losses arising from third-party platform actions, ad rejections, account bans, or algorithm updates.
• We are not liable for business decisions you make based on our recommendations.

11. Indemnification

You agree to indemnify, defend, and hold harmless Softgenix, its directors, employees, and agents from any claims, losses, damages, liabilities, and expenses (including legal fees) arising from:

• Your breach of these Terms
• Your violation of any Indian or foreign laws
• Infringement of third-party intellectual property rights
• Content, products, or services provided by your business
• Misrepresentation of business credentials or product claims

12. Term & Termination

• Term: Service engagement commences on the date specified in the SOW and continues until terminated.
• Initial Period: A 3-month initial engagement period applies unless otherwise agreed.
• Termination by You: After the initial period, with 30 days' written notice.
• Termination by Us: With 30 days' notice, or immediately for breach of Terms, non-payment, or illegal activity.
• Effect of Termination: All outstanding fees become immediately payable. We will hand over all client-owned assets within 15 days.
• Refunds: Fees paid are non-refundable except where termination occurs within 7 days of service start with no deliverables produced. Please see our Refund Policy.

13. Confidentiality

Both parties agree to maintain the confidentiality of proprietary business information shared during the engagement. Confidential Information excludes information that is publicly available or independently developed. This obligation survives termination for a period of two (2) years.

14. Force Majeure

Neither party shall be liable for failure to perform obligations due to circumstances beyond reasonable control, including natural disasters, government orders, pandemics, war, strikes, internet outages, or third-party platform shutdowns. Affected party must notify the other within 7 days of such event.

16. Dispute Resolution

• Step 1 - Internal Resolution: Parties shall first attempt to resolve disputes amicably within 30 days through good-faith negotiations.
• Step 2 - Mediation: If unresolved, parties may opt for mediation through a mutually agreed mediator.
• Step 3 - Arbitration: Unresolved disputes shall be referred to arbitration under the Arbitration and Conciliation Act, 1996. Arbitration shall be conducted in Mumbai in English by a sole arbitrator mutually appointed.
• Step 4 - Courts: Subject to arbitration, courts in Mumbai shall have exclusive jurisdiction.

17. Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid.

18. Entire Agreement

These Terms, together with any SOW, proposal, and our Privacy Policy, constitute the entire agreement between the parties and supersede all prior agreements, representations, and understandings.

19. Amendments

We reserve the right to modify these Terms at any time. Material changes will be communicated via email or website notice. Continued use of our services after changes constitutes acceptance of updated Terms. The "Last Updated" date at the top reflects the most recent revision.