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Master Service Agreement

Terms of
Service

Effective Date: February 28, 2026
By engaging Adquora for AI creatives, media buying, or influencer marketing, you agree to the following operational, financial, and legal terms.

1. Scope of Services & Client Duties

Scope & Deliverables

Adquora provides AI video production, digital ad management, and influencer campaigns. Specific deliverables, timelines, and revision rounds (standard 2 rounds per asset) are defined in individual campaign proposals.

Client Responsibilities

Clients must provide accurate briefs and own all rights to any brand assets provided to us. Delayed approvals or failure to provide assets will dynamically extend delivery timelines.

2. Intellectual Property & Confidentiality

IP Ownership & Transfer

Adquora retains full ownership of all creative work until complete payment is received. Upon final payment, full commercial usage rights for the final deliverables are transferred to the client. However, Adquora permanently retains ownership of underlying proprietary AI workflows, templates, and agency methodologies.

Mutual NDA & Confidentiality

Both parties agree to protect proprietary information. We protect your campaign data, customer lists, and strategy. You agree to keep Adquora's pricing, workflow methods, and influencer/vendor relationships strictly confidential.

3. Payment Terms & Billing

Schedule & Currency

All invoices are billed in USD or INR as specified in your contract. Upfront payments are required for creative packages before production begins.

Late Fees & Refunds

Late payments incur a 5% monthly fee. Creative services are non-refundable once production starts. Third-party ad spend is non-refundable under any circumstance.

Ad Spend Variances

Campaign budgets may overspend or underspend by up to 10% dynamically based on platform algorithms. Clients are responsible for all direct ad platform charges.

4. Ad Platform Compliance & Ethics

  • Platform Rules: Clients must comply with the terms of Google Ads, Meta, TikTok, etc. Adquora is not liable for ad account bans, suspensions, or rejections due to client website content, history, or industry violations.
  • Prohibited Content: We strictly refuse to work with adult content, illegal substances, or brands making misleading/deceptive health or financial claims.
  • Anti-Spam & Endorsements: We adhere to CAN-SPAM (USA), CASL (Canada), and ePrivacy Directives. All influencer campaigns will adhere to FTC endorsement disclosure guidelines (e.g., #ad, #sponsored).

5. Liability & Termination

Limitation of Liability & Guarantees

Adquora does not guarantee specific advertising performance results, impressions, ROI, or conversions. Digital marketing is inherently variable. Our total liability for any claim shall be capped absolutely at the total service fees paid by the client to Adquora in the preceding 3 months. We are not liable for third-party platform outages or algorithm changes.

Termination Clause

Monthly retainer contracts require a 30-day written notice to terminate. Upon termination, live campaigns will be paused or handed over to the client. All outstanding payment obligations for work completed or ad spend utilized must be settled prior to asset handover.

6. Governing Law & Disputes

These terms are governed by and construed in accordance with the laws of New Delhi, India. Any disputes arising out of this agreement will preferentially be resolved through binding arbitration. Both parties irrevocably submit to the exclusive jurisdiction of the courts located in New Delhi, India for any litigation.