Terms of Service | Kailash Enterprises

1. Acceptance of terms

These Terms of Service (“Terms”) govern your access to and use of the website operated by Kailash Enterprises (“Kailash Enterprises”, “we”, “us”, “our”) and, where applicable, the provision of our services. By accessing this website or engaging our services, you agree to be bound by these Terms. If you do not agree, do not use this website.

2. Definitions

“Services” means the performance marketing services we provide, including search arbitrage and RSOC operations, ecommerce and DTC scaling, lead generation, and affiliate and CPA media buying.
“Client” means any person or entity that engages us to provide Services under a separate written agreement.
“Engagement Agreement” means the written agreement, statement of work, proposal or insertion order setting out the scope, fees and duration of a specific engagement.
“Media Spend” means amounts paid to advertising platforms and networks for the purchase of advertising inventory.

3. Use of this website

This website is provided for general information about our company and Services. You agree not to:

Use the website for any unlawful purpose or in breach of these Terms
Attempt to gain unauthorised access to any part of the website or its systems
Introduce malware, or interfere with the operation or security of the website
Scrape, harvest or systematically extract content or data from the website
Copy, reproduce or republish substantial portions of the website's content without our written permission
Submit false, misleading or third-party information through our contact forms

We may suspend or restrict access to the website at any time, without notice, for maintenance, security or any other reason.

4. Our services

Descriptions of Services on this website are for information only and do not constitute an offer. No contract for Services is formed until both parties sign an Engagement Agreement. Where these Terms conflict with a signed Engagement Agreement, the Engagement Agreement prevails for that engagement.

5. Engagement terms

Each engagement is governed by its own Engagement Agreement setting out scope, deliverables, fees, payment terms, duration and notice periods. Work outside the agreed scope requires a written variation and may attract additional fees.

6. Client responsibilities

Where you engage us, you agree to:

Provide accurate, complete and lawful information about your business, products and offers
Provide timely access to advertising accounts, analytics, tag management, website or store platforms, and any other systems required
Hold and maintain all licences, registrations and approvals necessary to advertise your products or services in your target markets
Be able to substantiate any product, service, income, health or performance claim you ask us to advertise
Respond to leads and enquiries generated on your behalf in a timely manner
Comply with all applicable laws, including advertising, consumer protection, telemarketing and data protection laws
Pay Media Spend and fees in accordance with the Engagement Agreement

Delays or failures caused by a Client's inability to meet these responsibilities are not our responsibility, and do not relieve the Client of payment obligations.

7. Advertising compliance

We operate a pre-launch compliance review covering offers, claims, disclosures and platform policy. We reserve the absolute right to decline, pause or terminate any campaign, offer or engagement that in our reasonable judgement:

Breaches the advertising policy of a platform, feed provider or network
Involves claims we consider unsubstantiated or misleading
Falls within a regulated category without appropriate authorisation
Involves cloaking, forced clicks, incentivised traffic or other prohibited practices
Would place our accounts, partner standing or reputation at material risk

Where we decline or terminate on these grounds, fees for work already performed remain payable. The Client remains solely responsible for the accuracy and legality of the products, services and claims being advertised.

8. Fees and payment

Fees are set out in the Engagement Agreement and, unless stated otherwise:

Retainer fees are invoiced monthly in advance
Performance fees are invoiced in arrears against agreed, verified outcomes
Invoices are due within 14 days of the invoice date
Overdue amounts may accrue interest at 1.5% per month, or the maximum permitted by law if lower
Fees are exclusive of applicable taxes, which are the Client's responsibility
Fees are non-refundable except where expressly stated in writing

We may suspend Services on written notice where an invoice remains unpaid more than 14 days past its due date.

9. Media spend

Unless the Engagement Agreement states otherwise, Media Spend is separate from our fees and is funded by the Client, either directly on Client-owned accounts or by advance payment to us for spend on the Client's behalf. We are not liable for platform pricing changes, auction volatility, account suspensions imposed by a platform, or refunds of amounts already paid to a platform.

10. Performance and results

Performance figures shown on this website reflect results achieved across our client and media-buying accounts. They are illustrative and are not a guarantee, projection or warranty of the results you will achieve. Advertising performance depends on many factors outside our control, including product-market fit, pricing, competition, seasonality, platform algorithm changes, policy changes, market conditions and the Client's own sales process.

Unless a specific, measurable outcome is expressly guaranteed in a signed Engagement Agreement, we provide Services on a reasonable-efforts basis and do not warrant any particular level of leads, conversions, revenue, ranking, return on ad spend or profitability.

11. Intellectual property

All content on this website — including text, design, graphics, the Kailash Enterprises name and logo, and the arrangement of the site — is owned by or licensed to Kailash Enterprises and is protected by intellectual property law.

For client engagements: campaign creative, landing pages and other deliverables produced specifically for a Client transfer to that Client on full payment, unless the Engagement Agreement says otherwise. We retain ownership of our pre-existing materials, frameworks, templates, tools, processes and know-how, together with any general skills, techniques and learnings gained during the engagement.

Third-party trademarks and platform names referenced on this website belong to their respective owners. Their use is descriptive and does not imply endorsement, affiliation or partnership unless expressly stated.

12. Confidentiality

Each party agrees to keep confidential all non-public information disclosed by the other in connection with an engagement, to use it only for the purposes of that engagement, and to protect it with at least reasonable care. This obligation does not apply to information that is or becomes public through no breach, was already lawfully known to the receiving party, is independently developed without reference to the disclosed information, or must be disclosed by law or court order.

13. Data protection

Our handling of personal information is described in our Privacy Policy, which forms part of these Terms. Where we process personal data on a Client's behalf, we do so as a processor on the Client's documented instructions, and a Data Processing Agreement is available on request. The Client warrants that it has a lawful basis for any personal data it instructs us to process.

14. Third-party platforms

Services depend on third-party platforms including advertising networks, feed providers, analytics and tracking tools. We do not control these platforms and are not responsible for their availability, pricing, policy changes, algorithm changes, data accuracy, account decisions or the suspension or termination of any account. Use of those platforms is also subject to their own terms.

15. Disclaimer of warranties

This website and its content are provided “as is” and “as available”, without warranty of any kind, express or implied, including implied warranties of merchantability, fitness for a particular purpose and non-infringement. We do not warrant that the website will be uninterrupted, error-free or free of harmful components, or that information on it is complete, accurate or current.

Nothing in these Terms excludes or limits any liability that cannot lawfully be excluded or limited.

16. Limitation of liability

To the maximum extent permitted by law, Kailash Enterprises, its members, officers, employees and contractors shall not be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, or for any loss of profits, revenue, data, goodwill, business opportunity or anticipated savings, arising out of or in connection with these Terms, this website or the Services, whether in contract, tort, negligence, strict liability or otherwise, and whether or not we were advised of the possibility of such damages.

Our total aggregate liability arising out of or in connection with any engagement shall not exceed the total fees paid by the Client to us in the three (3) months immediately preceding the event giving rise to the claim. For website use where no engagement exists, our total aggregate liability shall not exceed ten thousand Indian rupees (INR 10,000).

17. Indemnification

You agree to indemnify, defend and hold harmless Kailash Enterprises and its members, officers, employees and contractors from and against any claims, liabilities, damages, losses, costs and expenses (including reasonable legal fees) arising out of or relating to: (a) your breach of these Terms; (b) your violation of any law or third-party right; (c) the products, services, offers or claims you instruct us to advertise; (d) content or materials you supply to us; or (e) your use of leads or data delivered by us, including any use in breach of applicable telemarketing, messaging or data protection law.

18. Term and termination

These Terms apply while you use this website. Engagement terms, notice periods and termination rights are set out in the applicable Engagement Agreement. Either party may terminate an engagement immediately on written notice if the other commits a material breach that is not remedied within 14 days of written notice, becomes insolvent, or is required to do so by law or platform policy.

On termination: fees for work performed and Media Spend committed up to the termination date remain payable; we will provide a reasonable handover of Client- owned assets and account access; and sections 11 through 17 survive termination.

19. Governing law and disputes

These Terms are governed by the laws of India, without regard to conflict-of-law principles. The parties submit to the exclusive jurisdiction of the courts located in Jhajjar, Haryana, India, and each waives any objection to venue in those courts.

Before commencing proceedings, the parties agree to attempt in good faith to resolve any dispute through direct negotiation for a period of 30 days from written notice of the dispute.

20. General

Entire agreement. These Terms, together with the Privacy Policy and any Engagement Agreement, constitute the entire agreement between the parties on their subject matter.
Severability. If any provision is held unenforceable, the remaining provisions remain in full force.
No waiver. Failure to enforce a provision is not a waiver of the right to enforce it later.
Assignment. You may not assign these Terms without our written consent. We may assign them in connection with a merger, acquisition or sale of assets.
Independent contractors. Nothing here creates a partnership, joint venture, agency or employment relationship.
Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control.
Changes. We may update these Terms at any time by posting a revised version with a new “last updated” date. Continued use of the website constitutes acceptance.

21. Contact

Questions about these Terms:

Kailash Enterprises
H No. 182, Near G.V. Public School, Netaji Nagar, Line Par
Bahadurgarh, Jhajjar, Haryana 124507
India

Email: support@kailashenterprises.org
Phone: +91 87089 27264