Agreement
These Terms of Service (“Terms”) constitute a legally binding agreement between ADWeb Solutions (“we”, “us”, “our”), a web design and development business based in Vadodara, Gujarat, India, and you (“Client”, “you”) as a client or prospective client of our services.
By requesting a quote, signing a proposal, making a payment, or engaging us for any service, you agree to be bound by these Terms. If you do not agree, please do not engage our services.
These Terms apply to all services we provide, including but not limited to web design, web development, ecommerce development, web application development, managed hosting, website maintenance, and SEO services.
Services
Scope of services
The specific services to be delivered are defined in a written Project Proposal or Statement of Work (“Proposal”) provided to you before project commencement. The Proposal will include:
- Deliverables and their specifications
- Timeline and key milestones
- Payment schedule
- Any specific assumptions or exclusions
Any services not explicitly listed in the Proposal are considered out of scope and may be subject to additional charges if requested.
Changes to scope
If you request changes to the agreed scope during a project, we will assess the impact on timeline and cost and provide a written Change Order for your approval. Work on the change will begin only after you have approved the Change Order in writing (email is sufficient).
Project process
Kickoff
Projects begin after receipt of the agreed deposit payment (see Payment Terms). We will schedule a kickoff meeting or call to confirm requirements, timelines, and communication preferences.
Revisions
Our standard projects include a defined number of revision rounds as specified in the Proposal. Additional revisions beyond the included allowance will be billed at our standard hourly rate of ₹1,500 per hour.
Approval and sign-off
At each project milestone, we will present deliverables for your review and written approval. Your written approval (email is sufficient) constitutes acceptance of that deliverable. Changes requested after sign-off will be treated as new scope.
Launch
We will not launch any project until you have provided final written approval. Following your approval, we will coordinate a go-live date that minimises disruption to your existing operations.
Delays
If the project is delayed due to your failure to provide required content, feedback, or approvals within agreed timescales, we reserve the right to reschedule the project or invoice for work completed to date.
Payment terms
Payment schedule
Unless otherwise specified in your Proposal, our standard payment schedule is:
- 50% deposit — due before project kickoff
- 50% final payment — due on project completion, before handover or launch
For larger projects, a milestone-based schedule (e.g. 40% / 30% / 30%) may be used as specified in the Proposal.
Payment methods
We accept payments via:
- Bank transfer (NEFT / IMPS / RTGS)
- UPI (Razorpay / GPay / PhonePe)
- International wire transfer (for overseas clients)
Currency
All prices are quoted in Indian Rupees (INR) unless otherwise agreed in writing. International clients may be invoiced in USD or EUR at the prevailing exchange rate on the invoice date.
Taxes
All prices are exclusive of GST. Where applicable, GST will be charged at the prevailing rate and detailed on the invoice.
Late payment
Invoices are due within 7 days of issue. Late payments will incur interest at 2% per month on the outstanding balance. We reserve the right to pause or suspend services on accounts with outstanding overdue invoices.
Non-payment
If payment is not received within 30 days of the due date, we reserve the right to:
- Suspend or take down any hosted websites or services
- Retain all intellectual property until payment is made in full
- Refer the debt to a collections agency
Client responsibilities
A successful project requires active participation from you. You agree to:
- Provide content and assets on time — including text, logos, images, and any third-party account access we need.
- Designate a single point of contact — to avoid contradictory feedback and unnecessary delays.
- Respond to requests within 5 business days — prolonged non-response may result in the project being placed on hold.
- Ensure you have rights to all provided materials — you confirm that content, images, and other assets you provide do not infringe any third-party intellectual property rights.
- Maintain your own backups — where you manage your own hosting, you are responsible for maintaining adequate backups of your data.
- Keep access credentials secure — you are responsible for any actions taken using login credentials we provide to you.
Intellectual property
Our work
Upon receipt of full and final payment, we assign to you all intellectual property rights in the custom code, designs, and content we create specifically for your project. This includes:
- Website HTML, CSS, and JavaScript
- Custom design files (Figma, Illustrator, etc.)
- Written content we create on your behalf
Third-party components
Certain components used in your project may be subject to their own licences (e.g. WordPress themes, plugins, stock photos, icon libraries). We will inform you of any third-party licences and their terms. These components are not part of our IP assignment.
Our portfolio rights
Unless you specifically request otherwise in writing, we retain the right to display your project in our portfolio, case studies, and marketing materials. We will never share commercially sensitive information without your consent.
Pre-existing IP
We retain ownership of any tools, frameworks, methodologies, or code libraries we develop independently and use across multiple client projects (“Background IP”). Use of Background IP in your project is licensed to you on a non-exclusive basis.
Confidentiality
Both parties agree to keep confidential any non-public information shared during the course of a project, including business strategies, pricing, technical specifications, and customer data.
This obligation does not apply to information that:
- Is or becomes publicly available through no fault of ours
- Was already known to us before disclosure
- Is independently developed by us without reference to your confidential information
- Must be disclosed by law or court order
Our confidentiality obligations continue for 3 years after project completion.
Warranties & disclaimers
Our warranties
We warrant that:
- We will perform services with reasonable skill and care
- To our knowledge, the work we deliver will not infringe third-party intellectual property rights
- Websites we build will function as specified in the Proposal on modern, up-to-date browsers at the time of delivery
Disclaimers
We do not warrant that:
- Your website will achieve specific search engine rankings or traffic targets
- Your website will be free of all bugs or errors in perpetuity (software degrades as browsers and platforms evolve)
- Third-party services (payment gateways, APIs, hosting providers) will be uninterrupted or error-free
SEO and marketing results are inherently variable and depend on many factors outside our control (competitor activity, algorithm changes, market conditions). We make no guarantee of specific ranking positions, traffic levels, or conversion rates.
Limitation of liability
To the maximum extent permitted by applicable law:
Our total liability to you for any claim arising out of our services shall not exceed the total fees paid by you for the specific project or service to which the claim relates.
We shall not be liable for any indirect, incidental, consequential, or special damages, including but not limited to loss of profits, loss of data, loss of business, or loss of reputation, even if we have been advised of the possibility of such damages.
We shall not be liable for failures, interruptions, or data loss caused by third-party services (hosting providers, payment gateways, APIs) that are outside our direct control.
We shall not be liable for any damage caused by your failure to fulfil your responsibilities under these Terms (e.g. failure to maintain backups, failure to update passwords, providing infringing content).
Nothing in these Terms limits liability for death or personal injury caused by negligence, or for fraud.
Termination
Termination by client
You may terminate a project at any time by giving written notice. Upon termination:
- You are liable for payment of all work completed to the date of termination
- The deposit is non-refundable
- We will provide you with all completed deliverables up to the termination date
Termination by us
We reserve the right to terminate our services with immediate effect if:
- Payment is overdue by more than 30 days
- You engage in conduct that is abusive, threatening, or illegal
- Continuing the project would require us to produce content that is illegal, defamatory, or in breach of third-party rights
In such cases, you remain liable for payment for all work completed to the termination date.
Ongoing services (hosting/maintenance)
Ongoing monthly services may be cancelled by either party with 30 days’ written notice. Prepaid monthly fees are non-refundable.
Governing law
These Terms and any dispute arising from them shall be governed by and construed in accordance with the laws of India. The courts of Vadodara, Gujarat shall have exclusive jurisdiction over any disputes arising from or relating to these Terms.
For disputes involving amounts under ₹5,00,000, the parties agree to first attempt resolution through good-faith negotiation. If unresolved after 30 days, either party may refer the matter to mediation before commencing court proceedings.
Changes to terms
We may update these Terms from time to time. Material changes will be notified by email to active clients. The updated Terms will be effective from the date posted on our website. Your continued use of our services after that date constitutes your acceptance of the revised Terms.
For ongoing projects, changes will not apply retroactively — the Terms in effect at project kickoff govern that project unless you expressly agree to the updated Terms.
Contact
If you have any questions about these Terms, please contact us:
ADWeb Solutions
- Email: contact@adwebsolutions.in
- WhatsApp: +91 93163 79773
- Location: Vadodara, Gujarat, India — 390001
We aim to respond to all legal enquiries within 5 business days.