Terms of Service

Please read these Terms of Service (“Terms,” “Agreement”) carefully before using the website **https://postlyco.com** (“Website”) or engaging **Postly.co** (“Company,” “we,” “our,” or “us”) for digital marketing, consulting, branding, development, or design services.

By accessing our Website, submitting forms, signing a project proposal, or utilizing our services, you (the “Client” or “User”) agree to be bound by this legally binding Agreement. If you warrant that you have the authority to bind that entity to these Terms. If you do not agree with any part of these Terms, you must immediately cease all access and usage of our services.

In this Agreement, the following terms shall have the meanings ascribed below:

• Company: Refers to Postly.co, its registered entities, affiliates, and employees.
• Client: The business entity or individual entering into an agreement for services with Postly.co.
• Services: The digital marketing, branding, web development, SEO, performance marketing, content creation, social media management, or consulting services provided by us.
• Website: The website located at https://postlyco.com and all associated sub-domains.
• Content: All copy, text, images, videos, code, graphic assets, layouts, and materials generated during the provision of services.
• Agreement: Collectively, these Terms of Service, any signed proposals, Statement of Work (SOW), or Service Level Agreements executed between the Client and Company.

Postly.co provides bespoke digital solutions. The specific scope of services, deliverables, budgets, and operational parameters for any engagement will be outlined in a separate Statement of Work (SOW) or project proposal.

Any modifications, extensions, or adjustments to the scope of services must be mutually agreed upon in writing. We reserve the right to delegate tasks to qualified subcontractors or specialists while remaining responsible for the overall execution of agreed deliverables.

The success of our campaigns and projects relies heavily on active cooperation. The Client agrees to:

• Provide timely, accurate, and complete information, business inputs, logos, high-resolution imagery, and copy.
• Provide necessary platform credentials and administrative access (e.g. Meta Business Manager, Google Ads, Google Analytics, CMS, CRM systems) required to implement tracking or execute campaigns.
• Review and approve drafts, copy, visual creatives, and schedules within three (3) business days of submission.
• Ensure all materials supplied to the Company are free of copyright infringement and comply with all applicable local and global regulations.

All project timelines, launch schedules, and delivery milestones provided by the Company are good-faith estimates based on the initial SOW.

The Company shall not be held liable for project delays, missed launch windows, or budget overruns arising from the Client's failure to provide access, assets, or feedback in a timely manner. If a project is stalled for more than thirty (30) consecutive days due to client inaction, the Company reserves the right to invoice for all completed work and pause the project indefinitely.

The Client agrees to pay all fees outlined in the proposal, invoice, or SOW. The standard payment structure includes:

• Retainer Services: Invoiced monthly in advance and due within five (5) days of the invoice date.
• Project-Based Services: Invoiced based on milestones (e.g., 50% advance deposit upon SOW signing, and remainder upon project completion/milestone triggers).
• Taxes: If Applicable.
• Late Fees: Outstanding balances unpaid after ten (10) days from the due date will accrue interest at the rate of 1.5% per month.

Unless specified otherwise in the SOW, project-based deliverables include up to two (2) rounds of minor revisions within the scope of work.

Requests for revisions must be delivered consolidated and in writing. Any major design changes, architectural revisions, or work requested outside the scope of the original SOW will be treated as a Change Request and billed at our standard hourly consultation rate or under a separate SOW.

Ownership of intellectual property created under this Agreement is governed as follows:

• Transfer of Ownership: Upon receipt of full and final payment for all outstanding invoices, the Company transfers to the Client all right, title, and ownership interest in the final customized deliverables (e.g., final logos, copy, website files, marketing graphics).
• Company Retained IP: The Company retains exclusive ownership of all source code, pre-existing frameworks, templates, marketing strategies, campaign structures, custom databases, and proprietary tools utilized or developed during the project.
• Portfolio Rights:The Company reserves the right to showcase the project deliverables, case studies, and the Client's trademark logo on our Website and marketing presentations as proof of work.

The Client retains all ownership, copyright, and intellectual property rights in all data, trademarks, logos, copy, and images provided to the Company for inclusion in campaigns or deliverables (“Client Content”).

The Client grants the Company a limited, non-exclusive, worldwide, royalty-free license to use, host, copy, adapt, modify, and publish the Client Content solely for the purpose of executing the Services under the SOW. The Client warrants that they own or have obtained all necessary licenses for the Client Content and will hold the Company harmless against any copyright claims.

Both parties agree to hold in strict confidence all proprietary business data, trade secrets, financial records, pricing structures, and technical information disclosed during the engagement (“Confidential Information”).

Confidential Information shall not be shared with any third party without explicit prior written consent. This obligation does not apply to information that is already in the public domain, independently developed, or required to be disclosed by a court of law or government mandate.

Our Services often rely on third-party platforms (e.g. Meta Ads, Google Ads, LinkedIn Campaign Manager, HubSpot CRM, Mailchimp, hosting providers).

The Client acknowledges that these third-party platforms are governed by their own terms, privacy policies, and algorithms. The Company has no control over platform algorithm changes, temporary service outages, ad account suspensions, policy updates, or fee modifications initiated by these platforms, and shall not be held liable for any resulting disruption or business losses.

While we strive to maintain consistent uptime for our Website and online project platforms, we do not warrant that our digital spaces will be uninterrupted, error-free, or secure. We reserve the right to suspend or restrict access for system upgrades, security audits, or maintenance without prior notice.

When using our Website and client resources, the Client and Users agree not to:

• Use our resources for any illegal, fraudulent, or unauthorized purpose.
• Inject malware, viruses, worms, or malicious code designed to disrupt, damage, or compromise website security.
• Attempt to reverse engineer, decompile, or scrape code, data, or content from our Website.
• Falsify identities or business details on contact forms or in communications.

The Client agrees to defend, indemnify, and hold harmless Postly.co, its officers, employees, and subcontractors from and against any third-party claims, lawsuits, liabilities, damages, losses, and expenses (including legal fees) arising from:

• Any copyright, patent, or trademark infringement claims related to Client Content, logos, or assets provided to us for project use.
• The Client's breach of these Terms, local regulations, or consumer protection laws.
• Claims of false advertising, product liability, or regulatory violations concerning the Client's products, services, or business practices.

Engagements can be terminated under the following conditions:

• Termination for Convenience: Retainer contracts can be terminated by either party by providing thirty (30) days prior written notice, unless specified otherwise in the SOW.
• Termination for Cause: Either party may terminate the Agreement immediately in writing if the other party commits a material breach and fails to cure such breach within fifteen (15) days of receiving written notice of the breach.
• Suspension for Non-Payment: The Company reserves the right to suspend all services, pause campaigns, revoke access to project environments, and withhold deliverables if invoice balances remain unpaid for more than fifteen (15) days past the due date.

Digital marketing and development services are resource-intensive, requiring custom labor, subscription software, and campaign configurations.

Therefore, **all advance payments, retainer deposits, and setup fees paid to Postly.co are strictly non-refundable.** Upon termination, the Client is obligated to settle all invoices for services rendered and hours worked up to the date of termination.

Neither party shall be liable for default or delays in performance resulting from events beyond their reasonable control, including but not limited to acts of God, war, acts of terrorism, civil unrest, labor strikes, government restrictions, severe epidemics, fires, national power grid failures, hosting provider outages, or global API failures of third-party advertising platforms.

This Agreement, its performance, and any disputes arising out of it shall be governed by, interpreted, and construed in accordance with the **laws of India**, without reference to its conflict of laws principles.

The parties submit to the exclusive jurisdiction of the **courts located in Pune, Maharashtra, India** to resolve any legal matters arising under this Agreement.

In the event of any conflict, dispute, or difference arising between the parties under this Agreement, the parties shall first attempt to resolve the matter amicably through direct consultations.

If amicable resolution fails within thirty (30) days of dispute notice, the dispute shall be referred to binding arbitration in accordance with the **Arbitration and Conciliation Act, 1996** (India). The arbitration will be conducted by a sole arbitrator mutually appointed by the parties. The venue and seat of arbitration shall be **Pune, Maharashtra, India**, and the language of the proceedings shall be English. The arbitrator's decision shall be final and binding.

Postly.co reserves the right to modify, amend, or update these Terms of Service at any time. We will indicate the date of the latest update at the top of this page.

It is the Client's responsibility to review these Terms periodically. Continued use of our Website or Services after modifications have been published constitutes full acceptance of the revised terms.

For any legal inquiries, notices, or explanations regarding these Terms of Service, please contact our administrative desk:

Postly.co
Pune, Maharashtra, India
Email: support@postlyco.com