Terms of Service

Scope & Engagement

The scope of work (deliverables, timelines, and responsibilities) will be described in a proposal, statement of work (SOW), or email confirmation approved by you. If a conflict exists between the SOW and these Terms, the SOW prevails for that engagement.

• We operate as an independent contractor.
• You will provide timely access to data, tools, accounts, and personnel.
• We may use vetted subcontractors under our supervision.

Fees, Payments & Taxes (India)

• Fees are quoted in INR and exclusive of applicable taxes. GST and any other statutory taxes/levies will be charged extra as per law.
• Invoices are due within 15 days from the invoice date unless stated otherwise in the SOW.
• Late payments may attract interest at 1.5% per month (or the maximum permitted by law) until cleared.
• Platform Budgets: Media spends paid to third-party platforms (e.g., Google, Meta) are separate from our fees and are subject to each platform’s terms. Such spends are non-refundable. Budget top-ups, caps, and pacing are your responsibility unless we manage wallets explicitly in the SOW.
• Out-of-pocket expenses (e.g., production, tools, licenses) will be pre-approved by you and billed at cost.

Service Levels, Changes & Acceptance

• We follow a weekly governance rhythm with status notes and a monthly business review (MBR), unless agreed otherwise.
• Change requests affecting scope/timelines/fees will be documented for your approval before execution.
• Deliverables are deemed accepted unless you notify material issues within 7 days of delivery with specific reasons and evidence.

Data Protection & Confidentiality

Each party will protect the other’s confidential information using reasonable safeguards and use it solely for the engagement. Personal data will be handled in line with our Privacy Policy and applicable data protection laws.

• You are responsible for ensuring you have lawful rights to share any data or content with us.
• We may anonymise and aggregate metrics to improve services, without identifying you.
• Upon request or termination, confidential materials will be returned or securely deleted, except for archival copies required by law.

Intellectual Property

• Your Materials: You retain ownership of your pre-existing content, data, logos, and trademarks.
• Deliverables: Subject to full payment, you receive a perpetual, worldwide license to use deliverables created specifically for you. If the SOW states “work-made-for-hire” or assignment, ownership will be assigned to you upon full payment.
• Tools & Know-how: We retain rights to our methodologies, templates, code snippets, and generic components used to deliver services; we may reuse them across clients.
• You grant us a limited right to reference your brand name and non-sensitive outcomes (e.g., “improved CPL by X%”) in capabilities materials, unless you opt out via email.

Warranties & Disclaimers

• We warrant that we will perform services with reasonable skill and care.
• Except as stated, services and deliverables are provided “as is”. Marketing performance is influenced by many external factors; no guarantee of specific results, rankings, or revenues is provided.
• You are responsible for compliance of your products, claims, and ads with applicable laws and platform policies.

Liability

• To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential, or punitive damages, or loss of profits, revenue, or data.
• Our aggregate liability for all claims in a 12-month period will not exceed the fees paid by you to us for the services giving rise to the claim in that period.

Term, Termination & Refunds

• Either party may terminate for convenience with 30 days’ written notice, or for material breach with 10 days’ notice if not cured.
• On termination, fees for completed work and in-flight sprints are payable. Prepaid unused retainers will be adjusted per our Refund & Cancellation Policy.
• Third-party platform spends and fees already incurred are non-refundable.

Compliance

• Each party will comply with applicable laws, including anti-bribery/anti-corruption, export controls, and advertising standards.
• No assignment of the engagement without prior written consent, except to an affiliate or in connection with a merger/reorganisation.
• Force Majeure: neither party is liable for delays due to events beyond reasonable control; obligations resume when the event ends.

Notices

Official notices may be sent by email to hello@yqassurance.com. Notices are deemed received on the next business day in India.

General

• Entire agreement: these Terms plus the SOW constitute the entire agreement and supersede prior discussions.
• Severability: if any provision is unenforceable, the remainder remains effective.
• No waiver: failure to enforce a provision is not a waiver.
• Order of precedence: SOW > these Terms for project-specific items.