1. PURPOSE

This Agreement sets out the legal and commercial terms governing the design, development, deployment, maintenance, support, digital marketing, advertising, card marketing, automation, and other digital services provided by WebPremiums.

Services may include, where specifically selected in the accepted quotation:

  • Website design and development

  • Web application development

  • Mobile application development

  • AI agents and AI-powered solutions

  • Business automation and integrations

  • UI/UX and digital design services

  • Website, application, and technical maintenance

  • Meta Ads and digital advertising management

  • Digital marketing services

  • Card marketing, printing coordination, and distribution services

  • Other digital or technology services specifically described in the accepted quotation

The project-specific commercial details, including the project scope, pricing, payment schedule, estimated timeline, deliverables, maintenance charges, advertising budget, distribution requirements, and selected services, are contained in the accepted WebPremiums Project Quotation, which forms an integral part of this Agreement.

2. PROJECT SCOPE

WebPremiums shall provide only the services specifically described in the accepted quotation.

Any feature, functionality, integration, service, marketing activity, advertising activity, design work, development work, distribution activity, or other requirement not expressly listed in the quotation is outside the agreed scope and may require a revised quotation or written Change Request.

WebPremiums is not obligated to perform additional work until the applicable scope and charges have been approved by the Client.

3. CHANGE REQUESTS

Any request made after acceptance of the quotation that alters the agreed project scope shall be considered a Change Request.

Change Requests may:

  • require additional charges, unless the requested work is covered under an applicable maintenance plan or existing service scope;

  • extend the project timeline;

  • require additional resources or third-party costs; and

  • require written approval before implementation.

Changes that materially alter the original requirements, design, functionality, integrations, advertising strategy, marketing scope, or distribution requirements may require a revised quotation.

4. CLIENT RESPONSIBILITIES

The Client agrees to:

  • Provide all required content, branding assets, images, videos, documents, business information, credentials, approvals, and other materials in a timely manner.

  • Review submitted work and provide approvals or feedback promptly.

  • Make payments according to the accepted quotation.

  • Provide accurate and lawful information for use in websites, applications, advertisements, marketing materials, and other services.

  • Ensure that all materials supplied to WebPremiums are owned by the Client or properly licensed for the intended use.

  • Provide required access to third-party platforms, advertising accounts, hosting, domains, business profiles, or other systems where necessary.

  • Review and approve final content, advertisements, offers, pricing, claims, links, and business information before publication or use.

The Client remains responsible for the accuracy and legality of information and materials supplied by the Client.

Delays caused by missing content, delayed approvals, unavailable credentials, delayed payments, or other Client-side dependencies may extend the project schedule.

5. WEBPREMIUMS RESPONSIBILITIES

WebPremiums agrees to:

  • Perform the agreed services with reasonable skill and professional care.

  • Deliver the agreed project or services according to the accepted quotation.

  • Keep confidential information reasonably secure.

  • Notify the Client of significant issues that may materially affect delivery where reasonably practicable.

  • Make reasonable efforts to complete services within the estimated timeline or service period stated in the quotation.

WebPremiums does not guarantee specific business results, revenue, sales, leads, advertising performance, rankings, conversions, or other commercial outcomes unless expressly stated otherwise in writing.

6. COMMERCIAL TERMS

The commercial terms of the project, including pricing, payment schedule, estimated timeline, deliverables, maintenance charges, advertising management fees, advertising budgets, distribution charges, and selected add-ons, are governed by the accepted WebPremiums Project Quotation.

The quotation forms part of this Agreement.

Unless otherwise stated in the quotation:

  • Work may commence after the required advance payment has been received.

  • Additional services may require additional payment.

  • Delayed payments may result in suspension of work or services.

  • WebPremiums may withhold final delivery, deployment, transfer, or continued service access where amounts remain outstanding, to the extent permitted by applicable law.

  • Applicable taxes and third-party costs may be charged separately where applicable.

7. PROJECT DELIVERY

The project or applicable service shall be considered delivered when one or more of the following occurs:

  • the agreed deliverables have been completed;

  • the agreed deliverables have been made available for Client review;

  • access credentials or deployment details have been provided;

  • the project has been deployed or launched; or

  • the agreed service period or campaign period has been completed.

Minor defects or issues that do not materially affect the agreed functionality shall not delay project completion.

8. REVISIONS

Unless otherwise specified in the quotation:

  • Minor revisions within the agreed scope may be included during development.

  • Additional revisions or requests outside the agreed scope may incur additional charges.

  • Repeated redesign requests after approval may be treated as Change Requests.

  • Changes requested after final approval or launch may be treated as maintenance or additional work and may be billed separately.

The number and nature of included revisions, where applicable, shall be determined by the accepted quotation.

9. CLIENT DELAYS

If the Client fails to provide required content, approvals, credentials, information, advertising materials, payments, or other required inputs within a reasonable time:

  • delivery dates may be extended;

  • the project or service may be placed on hold;

  • WebPremiums may revise the delivery schedule based on its current workload; and

  • additional costs caused directly by prolonged delays or third-party changes may be charged where applicable.

10. INTELLECTUAL PROPERTY

Ownership of the completed custom project deliverables specifically created for the Client shall transfer to the Client only after full payment for the applicable project has been received, unless otherwise stated in writing.

Until full payment is received, WebPremiums retains ownership and control of unpaid project deliverables to the extent permitted by law.

WebPremiums retains ownership of its:

  • Pre-existing code

  • Reusable components

  • Templates

  • Frameworks

  • Libraries

  • Internal systems

  • Development tools

  • Workflows

  • Automation structures

  • General know-how

  • Proprietary methodologies

Third-party software, open-source components, APIs, plugins, fonts, stock assets, and other third-party materials remain subject to their respective licenses and terms.

Client-provided materials remain the property of the Client or their respective owners.

11. THIRD-PARTY SERVICES

Unless specifically included in the quotation, the Client is responsible for obtaining and maintaining:

  • Domain registration

  • Email hosting

  • Premium plugins

  • Third-party APIs

  • Software licences

  • Cloud services

  • AI platform or model usage

  • Payment gateway accounts and charges

  • SMS, WhatsApp, or email service charges

  • Meta advertising expenditure

  • Other third-party subscriptions or services

WebPremiums is not responsible for interruptions, price changes, account restrictions, policy changes, technical limitations, discontinued services, or failures caused by third-party providers.

Where WebPremiums manages or purchases a third-party service on behalf of the Client, the applicable cost, renewal responsibility, and ownership arrangement shall be determined by the quotation or written agreement.

12. WARRANTY

WebPremiums provides a 30-day warranty from the project delivery date for defects directly resulting from its own development work, unless a different warranty period is specifically stated in the quotation.

This warranty does not cover:

  • Client modifications;

  • new requirements or additional features;

  • third-party software updates;

  • hosting failures;

  • domain or DNS issues;

  • browser or operating system changes;

  • API changes;

  • third-party platform changes;

  • cybersecurity incidents caused by third parties;

  • misuse of the delivered system;

  • changes made by unauthorized persons; or

  • content modifications made after delivery.

The warranty does not constitute an ongoing maintenance or support service.

13. MAINTENANCE

Maintenance services are provided only if:

  • included in the accepted quotation; or

  • covered under a separate maintenance agreement.

Where a monthly maintenance plan is included, the scope of included maintenance shall be determined by the accepted quotation or maintenance plan.

Maintenance may include, depending on the selected plan:

  • Minor content updates

  • Minor website changes

  • Bug fixes

  • Technical support

  • Routine updates

  • Minor design adjustments

  • Basic performance or security maintenance

Major feature development, redesigns, new integrations, new pages, new automation, or other work outside the maintenance scope may be billed separately.

14. META ADS & DIGITAL ADVERTISING

Where Meta Ads or other digital advertising management is included in the accepted quotation, WebPremiums may provide campaign setup, targeting, campaign management, monitoring, optimization, and reporting as specified in the quotation.

The advertising budget/ad spend is separate from WebPremiums' service fee, unless expressly stated otherwise in the quotation. The Client is responsible for providing the required advertising budget and maintaining the applicable advertising account and payment method.

WebPremiums does not create advertising creatives unless specifically included as a separate service in the quotation. The Client shall provide the required images, videos, graphics, offers, business information, and other advertising materials.

WebPremiums does not guarantee specific leads, sales, conversions, revenue, reach, or return on advertising spend. Advertising performance may be affected by market conditions, competition, Client-provided materials, budget, audience, landing pages, Meta's systems, policies, algorithms, or other third-party factors.

WebPremiums shall not be responsible for ad rejection, account restrictions, platform outages, policy changes, or other actions taken by Meta or other advertising platforms outside WebPremiums' reasonable control.

17. CONFIDENTIALITY

Both Parties agree to keep confidential all proprietary, business, technical, financial, personal, and commercial information obtained during the project or service relationship.

Neither Party shall knowingly disclose confidential information to unauthorized third parties except where:

  • disclosure is required by law;

  • disclosure is required by a competent authority;

  • disclosure is reasonably necessary to provide the agreed services; or

  • the information has become publicly available through no breach of this Agreement.

This confidentiality obligation survives completion or termination of this Agreement.

18. PORTFOLIO RIGHTS

Unless otherwise agreed in writing, WebPremiums may display completed work, screenshots, project descriptions, publicly available information, and the Client's business name or logo within:

  • its portfolio;

  • website;

  • social media;

  • presentations; and

  • marketing materials

solely for promotional and business showcase purposes.

If the Client requires confidentiality regarding the completed project, this must be requested in writing before public showcase of the project.

19. NON-SOLICITATION

During the project and for twelve (12) months after completion, the Client agrees not to knowingly and directly employ, contract, or solicit any employee, contractor, freelancer, or other personnel engaged by WebPremiums for the purpose of bypassing WebPremiums or obtaining substantially similar services directly from such personnel without prior written consent from WebPremiums.

This clause shall apply only to the extent permitted by applicable law.

20. LIMITATION OF LIABILITY

To the maximum extent permitted by applicable law, WebPremiums shall not be liable for:

  • loss of profits;

  • business interruption;

  • loss of goodwill;

  • loss of anticipated savings;

  • loss of business opportunities;

  • data loss;

  • indirect or consequential damages; or

  • failures caused by third-party providers, platforms, infrastructure, or services.

WebPremiums' maximum aggregate liability arising out of or relating to the applicable services shall not exceed the total amount actually paid by the Client to WebPremiums under the applicable quotation.

Nothing in this Agreement shall exclude or limit liability that cannot legally be excluded or limited under applicable law.

21. TERMINATION

Either Party may terminate this Agreement by providing written notice.

Upon termination:

  • the Client shall pay for all work and services completed up to the termination date;

  • approved or incurred third-party costs shall remain payable;

  • advertising expenditure already incurred or spent shall not be refundable;

  • advance payments are non-refundable once work has commenced, except where required by applicable law;

  • WebPremiums may suspend or terminate services for non-payment or material breach of this Agreement; and

  • any unpaid completed deliverables may remain with WebPremiums until applicable outstanding amounts are cleared, to the extent permitted by law.

Termination shall not affect rights or obligations that accrued before the termination date.

22. REFUNDS

Refund eligibility shall depend on the nature and stage of the service and the terms of the accepted quotation.

Payments relating to:

  • work already completed;

  • approved deliverables;

  • services already provided;

  • non-refundable third-party costs;

  • advertising expenditure already spent;

  • printing or production already completed or ordered; and

  • distribution services already performed may not be refundable.

Any project-specific refund terms stated in the accepted quotation shall apply to that project.

Nothing in this section limits any refund rights that cannot legally be excluded under applicable law.

23. CLIENT INDEMNIFICATION

To the maximum extent permitted by applicable law, the Client agrees to indemnify and hold WebPremiums harmless from third-party claims, losses, damages, liabilities, or reasonable expenses arising from:

  • materials supplied by the Client;

  • Client-provided advertising content or claims;

  • Client's unlawful use of the delivered project;

  • Client's violation of third-party intellectual property rights;

  • Client's violation of applicable laws or regulations;

  • inaccurate information supplied by the Client; or

  • unauthorized or unlawful use of the services by the Client.


24. FORCE MAJEURE

Neither Party shall be liable for delays or failures caused by events beyond reasonable control, including but not limited to:

  • natural disasters;

  • war or civil unrest;

  • pandemics or public emergencies;

  • internet or infrastructure outages;

  • government actions or restrictions;

  • labour disputes;

  • widespread cyberattacks affecting infrastructure;

  • major third-party platform outages; or

  • other circumstances that could not reasonably be prevented or controlled by the affected Party.

The affected Party shall make reasonable efforts to resume performance when circumstances permit.

25. GOVERNING LAW AND JURISDICTION

This Agreement shall be governed by and construed in accordance with the laws of India.

Subject to applicable law, the courts at Karad, Maharashtra shall have jurisdiction over disputes, claims, or proceedings arising out of or in connection with this Agreement.

26. ENTIRE AGREEMENT

This Agreement, together with the accepted WebPremiums Project Quotation and any written amendments or approved Change Requests, constitutes the complete agreement between the Parties regarding the applicable project or services.

It supersedes prior discussions, proposals, negotiations, or communications relating to the same subject matter to the extent they conflict with this Agreement or the accepted quotation.

In case of a conflict between this Agreement and a project-specific quotation, the specific commercial and scope terms expressly stated in the accepted quotation shall govern that particular matter.

27. ELECTRONIC ACCEPTANCE

The Parties agree that this Agreement may be accepted electronically.

Acceptance shall be evidenced by the Client's submission of the electronic acceptance form made available through the designated WebPremiums URL or other approved electronic platform.

The recorded submission may include the Client's name, business name, email address, phone number, signature or acceptance confirmation, date and time of submission, and other information collected by the applicable form or platform.

To the extent permitted by applicable law, such recorded electronic acceptance shall constitute evidence of the Client's acceptance of this Agreement and shall have the same intended contractual effect as a written signature.

By submitting the acceptance form, the Client confirms that:

  • the Client has had an opportunity to read this Agreement;

  • the Client understands and accepts the applicable terms;

  • the Client accepts the applicable WebPremiums Project Quotation;

  • the information submitted is accurate; and

  • the person submitting the acceptance has authority to accept the Agreement on behalf of the Client or business, where applicable.

Client Agreement

This Agreement becomes effective when the Client electronically accepts it by submitting the Agreement Acceptance Form, together with the applicable WebPremiums Project Quotation.

Last Updated: 20 August 2026