Terms and Conditions
Website Development Terms and conditions
- Account credentials for domain name registration and/or web hosting that Datagrid Solutions Pvt Ltd purchases on clients behalf will be provided when client pays the complete payment agreed on project approval stage.
- Client assumes full responsibility of renewing their domain names once it nears renewal. However Datagrid Solutions Pvt Ltd has the ownership to provide the client a reminder within 14 days of renewal date.
- Domain renewals and registration payments are to be made in advance.
- Datagrid Solutions Pvt Ltd will not be held responsible for any business losses incurred by the client due to expiration of domains.
- Datagrid offers Domain packages in coordination with third party vendors. Subject to any changes in terms and conditions of the 3rd party provider’s terms and conditions Datagrid Solutions Pvt Ltd holds no responsibility for incurring any costs caused by the difference in payments made stated earlier in the contract.
- Domain expiration can result in loss of domain and service disruption for which Datagrid Solutions Pvt Ltd holds no financial or operational responsibility.
- Datagrid will take pre approval for the change in DNS server if required. Datagrid will not be responsible for any downtime occur If any change is being done by client for DNS without Datagrid approval.
- Hosting is done on an annual basis which must be paid by the client in advance for the whole year.
- Any loss of files, data and emails due to expiration of hosting services due to client’s inability to make payments towards renewal of hosting services, Datagrid solutions Pvt Ltd cannot be held responsible for the same.
- Hosting is performed on shared servers and non-shared servers via 3rd party providers. Datagrid Solutions Pvt Ltd highly recommends that strong passwords are created for internal & external access; Firewall is configured to limit external access and ensure protection is enabled in all the systems in the network to protect the network from any virus attacks, malware, hacks and in events of these occurrences.
- Cancellation/Disabling of Hosting services may result in loss of files,emails and data without any notification to the client by the hosting server for which Datagrid Solutions Pvt Ltd cannot be held responsible for either operational inefficiencies or financial losses incurred as an incumbent effect.
- In the event of the client backing up the database of files and data of the client on a server subject to the oversized database and the server size limit which results in the server crash, Datagrid Solutions Pvt Ltd will not be held responsible for the data losses and the resultant financial losses incurred due to the same.
- Ay inappropriate content downloaded or accessed through the clients hosting server causing a resultant crash of the server Datagrid Solutions Pvt Ltd is devoid of any responsibilities (financial or operational) caused due to the same.
- Turn Around time for any server issues will be attended by Datagrid Solutions Pvt Ltd in 12 hours.
Annual Maintenance Contract
- Datagrid Solutions Pvt Ltd does not offer roll over of hours allocated in a single month to the next month if the client has no work in a period of 1 single month. However a minor adjustment of additional hours can be allocated in the next month as a gesture of goodwill.
- The client agrees to the terms and conditions that AMC’s are with regards to making minor changes like change in content, product upload, server uptime and data backup. Any changes in functionality of the website(adding a CMS,adding google analytics code etc) will not be considered as a part of the AMC contract and will be chargeable as per the labour hours required to do the job.
- If a client is under an Annual Maintenance contract with Datagrid Solutions, Datagrid Solutions provides a 7 days data backup as a complimentary service.
- The turnaround time for any issues with the client’s website under an annual maintenance contract will be looked after in a span of 24 hours.
- Datagrid Solutions Pvt Ltd will provide training to team members at the clients office whenever needed and create manuals and documentations for the clients under an Annual Maintenance Contract with Datagrid Solutions Pvt Ltd.
- Bug resolution & Bug fixes during the usage of any platform will take a turnaround time of 24 hours once a ticket is raised and will be resolved or updated on within 72 hours of the ticket generation process.
- Any enhancements to be made to the website is not covered under the scope of work of Annual Maintenance Contract.
- Websites developed by Datagrid Solutions Pvt Ltd are tested on multiple browsers and their near recent updated versions. Any upgradation of the browsers post development, Datagrid Solutions Pvt Ltd does not hold any responsibility for any incompatibility issues caused by the same. Datagrid Solutions does not give support for Microsoft Internet Explorer for any version of it.
- Any API’s integrated by the client post development on the website leading to functionality issues, Datagrid Solutions Pvt Ltd cannot be held responsible for the same.
- Responsiveness of a website is tested by Datagrid Solutions Pvt Ltd on Android and IOS devices like (Tabs, Ipad and iPhone), if the client needs the website to be tested on any other device, the client needs to specify it in the early stages of development.
- At any given stage if the client does not provide the logo,images and content required for the website development or delays the process of providing the logo,content and the images which might in turn delays the initially agreed delivery date of the website for which the client will indemnify Datagrid Solutions Pvt Ltd by paying for the extended duration and Datagrid Solutions Pvt Ltd will not be held responsible for any operational or financial losses incurred by the client.
- The client holds the right to any logo, images and content provided to Datagrid Solutions Pvt Ltd for website development and client agrees that it holds the copyrights, trademark and other rights associated with the content, images and logo if not any lawsuits or legal entitlement associated with the breach of such copyrights, Datagrid Solutions Pvt Ltd will be indemnified by the client and not be apprehended for the same.
- Any proprietary code written for a Business Solution application offered by Datagrid Solutions Pvt Ltd to the client, Datagrid will own sole ownership for the same and any resale of the code to a 3rd party by the client will be considered as a Breach/Infringement of the Terms and Conditions stated on this contract and will be subjected to lawsuits and compensation amounts unless the agreed payment is not done to Datagrid Solutions.
- Datagrid Solutions Pvt Ltd reserves the right to the IP of all the websites and/or applications associated with it (Including all modifications/coding made to open source applications) which are being built on or edited until the complete payment is made.
- In the event of the development of an E-commerce website by Datagrid Solutions Pvt Ltd, the client agrees to comply with all the laws and taxes associated with operations of an e-commerce website and indemnifies and protects Datagrid Solutions Pvt Ltd against any breach occurred on the clients behalf in complying with the same.
- The client agrees to supply all the relevant content, logos and images required for the completion of development of the website within 14 days of the technical work completion date, which will be communicated by Datagrid Solutions to the client. If the client is unable to comply with this, the project will be considered as completed and Datagrid will raise the final payment invoice to the client wherein the payment made to Datagrid Solutions Pvt Ltd as advance will be deemed non-refundable. Any work done after this period will be considered under the maintenance contract.
- Any exportable data misuse by any 3rd party service provider or their employees of the client Datagrid Solutions Pvt Ltd holds no responsibility for the same.
Digital Marketing Terms and Conditions
- Datagrid Solutions Pvt Ltd provides the statistics based on the historical data and the numbers that the Search Engine provider provides and cannot be held responsible for the changes in impressions and/or the cost per click rates that the Search Engine provider changes. The client agrees to indemnify Datagrid Solutions Pvt Ltd post the changes by the Search Engine Provider that was not part of the scope of work.
- Search engines will occasionally drop listings of websites for no apparent reason or reasons unknown(for eg change in ranking algorithms, etc) and listings of such websites may re-appear without any submissions made by Datagrid Solutions Pvt Ltd. In such scenarios if the listing fails to re-appear, Datagrid Solutions will have to re-submit the website listing based on the search engines policies at the time of re-submission which might be revised compared to the initially agreed terms and conditions.
- In certain scenarios search engines might take as long as 4 – 6 months to index and rank on top post submission. In the specified scenarios, the client agrees to not hold Datagrid Solutions Pvt Ltd accountable for the delays caused.
- Datagrid Solutions Pvt Ltd has no control over the terms and conditions of the search engine providers and the client agrees to abide by the dynamically changing terms and conditions of the search engine providers.
- Some search engine providers give expedited services to index a website on their listing, Datagrid Solutions Pvt Ltd recommends the client to avail these services at an additional cost incurred to the client for which Datagrid Solutions Pvt Ltd claims exemption.
- The client agrees to indemnify Datagrid Solutions Pvt Ltd for any negligence with regards to abiding to terms and conditions of Search Engine Providers and any resultant effect(financial, legal, operational) caused due to the same.
- The client agrees to provide Datagrid Solutions Pvt Ltd with the rights in this case to access, make changes to content, metadata, Title description, Site links, H1 & H2 tags and other factors that might influence visibility on the search engine providers rankings.
- The client agrees to provide appropriate personnel/development agency to work with the agency to implement the suggestions as part of the services provided and the client agrees to protect Datagrid Solutions Pvt Ltd from any communication gaps caused due to negligence on behalf of these personnel with respect to delays in response and with regards to not accepting these recommendations.
- The client agrees to approve & finalise the set of keywords provided by Datagrid Solutions Pvt Ltd or worst case scenario provide an alternate set of keywords to Datagrid Solutions Pvt Ltd to work with within 5 working days of Datagrid Solutions Pvt Ltd providing the client with the same, unless otherwise any delays caused by the non-adherence to the same, client agrees to indemnify Datagrid Solutions Pvt Ltd for any financial losses incurred and any claims made by the client against it.
- Datagrid Solutions Pvt Ltd does not guarantee number one or a top 10 position for a keyword, a set of keywords or search related term due to competitiveness of keywords and constantly changing search engine algorithms for ranking websites, although Datagrid is committed to achieve the best possible results.
- The client also agrees that any recommendations made by Datagrid Solutions Pvt Ltd failed to be implemented will affect the process of Search Engine Optimization and in turn affect factors like indexing, visibility, optimisation etc and indemnify Datagrid Solutions Pvt Ltd against any allegations made by the client or any 3rd party otherwise.
- In case the website is down for a long time which might create bad index ranking on google, Datagrid will not be responsible for such drops in performance.
- The client agrees to provide access to Google Webmasters and also understands that Datagrid Solutions has no control over the data provided to the search engine provider.
- Datagrid Solutions Pvt Ltd does not guarantee any sales, impressions, clicks, reach. It certifies that it is just a facilitator of these services to be availed of and cannot be held responsible for any change in eventual results for the same.
- The client agrees to provide the login details and the information like content, images, logos etc to prepare posts and do postings effectively. The client agrees to protect Datagrid Solutions Pvt Ltd from any delays caused due to the negligence on behalf of the client/client’s designated point of contact to provide Datagrid Solutions Pvt Ltd with the same.
- Approval of creatives for creation of a profile page needs to be provided by the client within 1 week of submission of the creatives from Datagrid Solutions Pvt Ltd, a failure to do so by the client can cause delays in profile creation and hence lead to adjustment of the tenure of Social Media management any extensions requested by the client will lead to additional charges levied on client on a pro-rata basis by Datagrid Solutions Pvt Ltd.
- Datagrid Solutions Pvt Ltd reserves the right to remove any derogatory content posted on the Social media pages by the client or any 3rd party and the client agrees to protect against any violation caused due to the same with respect to any lawsuits or legal reinforcements by either the social media or the court.
- The client agrees to provide Datagrid Solutions Pvt Ltd with the rights to manage bids, manage monthly spend based on the ROI of a medium(LinkedIn, Facebook, Twitter etc).
- The client agrees to understand that the metrics, sales conversion data and ROI tracking that Datagrid Solutions Pvt Ltd provides the client with are based on the industry standards and the pricing and terms and conditions of the Social Media at any given time and can dynamically change due to the nature of the business. Client agrees to indemnify Datagrid Solutions Pvt Ltd from any financial differences caused due to the change in terms and conditions and the CPC and the CPS of the suggested social media and agrees that Datagrid Solutions Pvt Ltd reserves the right to charge the client accordingly based on the difference caused in cost per click or the ROI initially agreed upon.
- Datagrid Solutions Pvt Ltd does not guarantee any Lead conversion based on the ROI that the social media analytics provides Datagrid Solutions Pvt Ltd with and the client agrees to understand that any deviations from these Datagrid Solutions Pvt Ltd will not be held responsible for the same.
- Approval of creatives for the ads and the corresponding content needs to be given by the client within 5 working days, unless provided can cause delays in the campaign setup and hence Datagrid Solutions Pvt Ltd cannot be held responsible for the same and the client agrees to indemnify Datagrid Solutions Pvt Ltd against any claims made against it.
- The client agrees to provide Datagrid Solutions Pvt Ltd with reasonable co-operation with regards to its efforts to track and report relevant information not bounded by number of clicks and conversion data. The client will allow the Datagrid Solutions Pvt Ltd to place Tags wherever required to enable tracking and analytics.
- The client agrees to understand that the reach mentioned by the social media at the time of submission of ROI by Datagrid Solutions Pvt Ltd can fluctuate based on the change in terms and conditions of the Social media and that Datagrid Solutions has no control over the same and cannot be held responsible for the same either financially or operationally.
- The client agrees that Datagrid Solutions Pvt Ltd pledges that any unspent budget dedicated for monthly marketing spend will be carried forward to be utilised in the next month for the paid marketing campaign and hence it will not impact or change in invoice for the forthcoming month.
- Any defamation lawsuits directed at the client for breach of above terms and conditions, Datagrid Solutions holds no responsibility for the same and claims exemption for the same.
- All outbound campaign packages come with a validity if not availed of within the scope of validity, Datagrid Solutions Pvt Ltd cannot be held accountable for. However Datagrid Solutions Pvt Ltd will provide the client with a reminder 14 days prior to the deadline on which it is the client’s responsibility to take onus of.
- The client agrees that Datagrid Solutions Pvt Ltd uses data which is sorted however does not guarantee results on conversion of the campaign connections and indemnifies Datagrid Solutions Pvt Ltd against any claims made against the same.
- With regards to the email campaigns client understands and agrees that Datagrid Solutions Pvt Ltd does not claim any responsibilities to open rate and provides data based on the industry standards and historical data and cannot held accountable for the same.
- In cases where the client is providing Datagrid Solutions with the creatives through a 3rd party any delays caused due to the 3rd party failing to provide Datagrid Solutions Pvt Ltd with the same and causing delays in campaign execution Datagrid Solutions Pvt Ltd will be unable to extend validity dates and will be exempted from any responsibilities with regards to losses(financial or operational).
- The client agrees that Datagrid Solutions Pvt Ltd has the right to use affiliates as part of the email/SMS/WhatsApp marketing initiatives and if under a Non Disclosure Agreement, Datagrid Solutions Pvt Ltd agrees to not share any confidential information about the clients with the 3rd party affiliates.
- The client agrees and understands that the email campaigns success is subject to the receiver marking the email as spam and Datagrid Solutions Pvt Ltd does not guarantee against it.
- Datagrid solutions Pvt Ltd does not guarantee the “Call to Action” acted upon by the receiver of the email and the client understands and agrees the same.
- The client understands that Datagrid Solutions Pvt Ltd does not guarantee leads based on the click rates on emails opened and the delivered rates of the SMS and the Whatsapp campaigns.
- The client understands that the open rate results on the campaign data is based on an industry standard and can vary based on the data to be used depending on the client’s business and that Datagrid Solutions Pvt Ltd cannot be held responsible if numbers prove otherwise.
- Datagrid agrees to comply by the rules and regulations of TRAI ( The Regulatory Authority of India) in accordance with the SMS and Whatsapp delivery times, Similarly the client agrees to comply with the same.
- In case client delivers the SMS from a Trans channel to NDNC numbers who have not subscribed for these SMS, client will be responsible to pay all the penalties being levied by TRAI.
General Terms & Conditions
- Datagrid Solutions Pvt Ltd agrees that for any error committed by Datagrid Team resulting in financial losses, It may be held accountable for maximum of 50% of the total project costs for any error proved by the client unless otherwise proved by Datagrid Solutions Pvt Ltd.
- Both parties agree that any losses incurred due to events like Act of God, Force Majeure, Fire etc neither party can be held accountable for.
- The client agrees that any delays in payment can result in penalty payments of 10% of the total invoice costs every billing cycle.
- The client agrees that all digital marketing project payments will be paid in advance for every month post approval and a maximum extension of 1 week may be provided to the client. In the event of failure to make a payment the client agrees that Datagrid Solutions Pvt Ltd reserves the right to truncate any work for that calendar month and any work going forward unless the payment for that month and the months going forward are made.
- Both parties agree to bear the brunt of commission charges for foreign remittance levied by the bank of Datagrid Solutions Pvt Ltd equally i.e 50% of the commission will be paid by the client and 50% will be borne by Datagrid Solutions Pvt Ltd.
- Both parties agree that any changes to the terms and conditions of the agreement unless documented and signed off by both the parties are considered to be null and void.
- The terms and conditions covered under this terms and condition is under the jurisdiction of the Mumbai High court tribunal and shall be referred to arbitration under the Indian Arbitration Act and the place of Arbitration shall be Mumbai.